KKR & CO. INC. – 10-K – MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
The following discussion and analysis should be read in conjunction with the consolidated financial statements ofKKR & Co. Inc. , together with its consolidated subsidiaries, and the related notes included elsewhere in this report. In addition, this discussion and analysis contains forward-looking statements and involves numerous risks and uncertainties, including those described under "Cautionary Note Regarding Forward-looking Statements" and "Risk Factors." Actual results may differ materially from those contained in any forward-looking statements.
Business Environment
Economic and Market Conditions
Our asset management and insurance businesses are materially affected by the economic conditions of, and financial markets in,the United States , the EU,China ,Japan , and other countries. Global and regional economic conditions can each have substantial impact on our business, financial condition and results of operations in various ways, including the valuations of our investments, our ability to exit these investments profitably, our ability to raise capital from investors, and our ability to make new investments.
Economic Conditions
During the year endedDecember 31, 2022 , the global economy continued to recover from the impact of the COVID-19 pandemic; however, many countries and regions, includingthe United States , showed signs of slowing economic activity, potentially indicating the early stages of a recession. Economic activity began to be adversely impacted by the effects of monetary and fiscal policy tightening as years of fiscal stimulus from governments and accommodative monetary policy from global central banks began to wane as central banks took measures to combat significant inflationary pressures at multi-decade highs in many major economies around the world. Inflation presented a headwind for many country and regional economies in which we operate. TheFederal Reserve Board has continued to raise interest rates and has indicated that it is prepared to take decisive action to manage inflation, including raising interest rates further and shrinking the size of its balance sheet. As a result of these and other actions by central banks, overall macro conditions began to transition by the fourth quarter of 2022 with less focus on inflation's impact on repricing capital markets and moving towards a period where high rates and inflation began to put significant pressure on corporate profits and consumer balance sheets. By year-end 2022, inflation began to show signs of peaking on a year-over-year basis in theU.S. and in certain other regions, but remained elevated in absolute terms. Higher interest rates in conjunction with slower growth or weaker currencies in some emerging market economies have caused, and may further cause, the default risk of these countries to increase, and this could impact the operations or value of our investments that operate in these regions. Areas that have central bank quantitative easing or tightening campaigns affecting their interest rates relative tothe United States could potentially experience further currency volatility relative to theU.S. dollar. Relatedly, foreign exchange rates are often affected by countries' monetary and fiscal responses to inflationary trends. Foreign exchange rates have a substantial impact on the valuations of our investments that are denominated in currencies other than theU.S. dollar. Currency volatility can also affect our businesses and investments that deal in cross-border trade. Labor disputes, shortages of material and skilled labor, work stoppages and increasing labor costs can also adversely impact us and the assets we manage. Despite various economic headwinds, several key economic indicators in theU.S. , including employment have demonstrated resilience in 2022. During 2022, the growth in economic activity and demand for goods and services, alongside supply chain complications, contributed to these significant inflationary pressures. Various supply bottlenecks ranging from dynamic zero-COVID policy to shiftingRussia -Ukraine supply chains toU.S. domestic semiconductor industry output shortages as a result of restrictions on trade with Chinese semiconductor companies contributed to inflationary pressure throughout much of 2022. Inthe United States and many other countries, laws designed to protect national security or to restrict foreign direct investment continued to proliferate in 2022, which adversely affected the business and investment environments in various ways. These and related concerns, such as rising interest rates and geopolitical uncertainty in countries such asChina ,Russia ,Belarus and theUkraine , contributed to substantial market volatility, equity and credit market declines and increased pressures on labor supply. In theEurozone , disruptions to European energy markets andRussia's ongoing invasion ofUkraine adversely affected the business environment. TheRussia -Ukraine conflict, including the sanctions imposed in response toRussia's invasion ofUkraine , have exacerbated and may further exacerbate these issues and trends globally, including by increasing oil and gas prices and price volatility. Protectionist policies, such as restrictions on exports of food, have also increased globally as a result ofRussia's invasion ofUkraine . As ofDecember 31, 2022 , we have no investments in any portfolio companies whose executive 132
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headquarters are located inRussia ,Ukraine orBelarus , and we believe that the direct exposure of our investment portfolio toRussia ,Ukraine andBelarus is insignificant. In addition, the Chinese economy experienced headwinds related to the ongoing slowdown inChina's property sector and the effects of the government's zero-COVID policies. InJapan , the economic recovery from COVID-19 continued, despite higher energy costs and significant volatility in currency markets.
Several relevant key economic indicators in the
areas in which our business operates include:
•Inflation. TheU.S. core consumer price index rose 5.7% on a year-over-year basis as ofDecember 31, 2022 , up from 5.5% on a year-over-year basis as ofDecember 31, 2021 . Core inflation inChina was 0.7% on a year-over-year basis as ofDecember 31, 2022 , down from 1.2% on a year-over-year basis as ofDecember 31, 2021 . InJapan , core inflation rose to 1.6% on a year-over-year basis as ofDecember 31, 2022 , up from -1.3% on a year-over-year basis as ofDecember 31, 2021 .Euro Area core inflation was 5.2% as ofDecember 31, 2022 , up from 2.6% as ofDecember 31, 2021 . •Interest Rates. The effective federal funds rate set by theFederal Reserve Board was 4.33% as ofDecember 31, 2022 , up from 0.1% as ofDecember 31, 2021 . TheFederal Reserve raised interest rates by 75 basis points in November, and 50 basis points in December, leading to increased market volatility. The short-term benchmark interest rate set by the Bank of Japan was -0.1% as ofDecember 31, 2022 , unchanged fromDecember 31, 2021 . The short-term benchmark interest rate set by theEuropean Central Bank was 2.5% as ofDecember 31, 2022 , up from 0.0% as ofDecember 31, 2021 . •GDP. Inthe United States , real GDP is estimated to have expanded by 2.1% for the year endedDecember 31, 2022 , compared to an expansion of 5.9% for the year endedDecember 31, 2021 . Real GDP inChina is estimated to have increased by 3.0% for the year endedDecember 31, 2022 , compared to growth of 8.4% reported for the year endedDecember 31, 2021 . InJapan , real GDP growth for the year endedDecember 31, 2022 , is estimated to have been 1.3%, down from 2.3% for the year endedDecember 31, 2021 .Euro Area real GDP growth was 3.2% as ofDecember 31, 2022 , up from 5.3% as ofDecember 31, 2021 . •Unemployment. TheU.S. unemployment rate was 3.5% as ofDecember 31, 2022 , down from 3.9% as ofDecember 31, 2021 . The unemployment rate inChina was 5.5% as ofDecember 31, 2022 , up from 5.1% as ofDecember 31, 2021 . The unemployment rate inJapan was 2.5% as ofDecember 31, 2022 , down from 2.7% as ofDecember 31, 2021 . In addition,Euro Area unemployment was 6.5% as ofDecember 31, 2022 , up from 7.0% as ofDecember 31, 2021 .
Market Conditions
Equity, credit, commodity and foreign exchange markets inthe United States and in other countries and areas in which we have made investments each can have a material effect on our financial condition and results of operations. In our asset management segment, many of our investments are in equities, so a change in global equity prices or in market volatility directly impacts the value of our investments and our profitability as well as our ability to realize investment gains and the receptiveness of fund investors to our investment products. Volatility across global equity and credit markets, alongside shifting liquidity conditions in new issue activity across equity and non-investment grade credit markets, have adversely impacted (and may continue to adversely impact) our financial results and the volume of capital markets activity, the level of transaction fees that our Capital Markets business line is able to earn, the valuation of our portfolio companies, the investment income that we recognize and our ability to deploy our, and our funds', capital. For our investments that are publicly listed and thus have readily observable market prices, global equity market price declines had (and may continue to have) a direct impact on valuation. For many other of our investments, these markets had an indirect materially adverse impact on many of our investment valuations as we typically utilize market multiples as a critical input to ascertain fair value of our investments that do not have readily observable market prices. In addition, many of our investments are in non-investment grade credit instruments and investment grade credit instruments. Many of our funds invest or have the flexibility to invest a significant portion of their assets in the equity, debt, loans or other securities of issuers that are based outside ofthe United States . A substantial amount of these investments consist of private equity investments made by our private equity funds. For example, as ofDecember 31, 2022 , approximately 50% of the capital invested in those funds was attributable to non-U.S. investments. In our insurance business, a change in equity prices also impacts Global Atlantic's equity-sensitive annuity and life insurance products, including with respect to hedging costs related to and fee-income earned on those products. Our funds, our portfolio companies and Global Atlantic also rely on credit financing and the ability to refinance existing debt. Consequently, any decrease in the value of credit instruments that we have 133
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invested in or any increase in the cost of credit financing reduces our returns and decreases our net income. Tightening liquidity conditions in equity and credit capital markets affect the availability and cost of capital for us and our portfolio companies, and the increased cost of credit or degradation in debt financing terms may impact our ability to identify and execute investments on attractive terms. In our insurance segment, periods of rising or higher interest rates as we are currently experiencing may result in differing impacts on Global Atlantic's business. Periods of rising or higher interest rates can benefit GlobalAtlantic's results of operations and financial condition, as we generally expect the yield on new investment purchases and income from any floating rate investments held in Global Atlantic's investment portfolio to increase as interest rates rise. Higher interest rates also generally tend to increase the demand for certain of Global Atlantic's products, as the benefits and solutions Global Atlantic can offer to clients may become more attractive, potentially resulting in higher new business volumes. Rising rates are also expected to result in decreases to certain policy liabilities as a result of new accounting guidance which we adopted effectiveJanuary 1, 2023 (with a transition date ofJanuary 1, 2021 ) for insurance companies that issue or reinsure long-duration contracts such as life insurance and annuities. For a further discussion of this guidance, see Note 2 "Summary of Significant Accounting Policies-Future application of accounting standards" in our financial statements. Higher interest rates can also have a negative impact on Global Atlantic. For example, higher policyholder surrenders may occur in response to rising interest rates as more attractive products become available to policyholders in a higher rate environment. The majority of our investments at Global Atlantic are in investment grade credit instruments. Sales of those investments at a loss, for example to raise cash to meet policyholder obligations upon surrender earlier than expected maturity or as we rotate out of investments acquired with new reinsurance transactions to our desired asset mix during a period of rising or higher rates compared to when the investment was acquired, is expected to decrease our net income in that period and such decrease could be significant. We also expect that in a higher rate environment we will generally have a higher cost of insurance on new business, including higher hedging costs, as the benefits to policyholders on new business will be generally higher. If GlobalAtlantic fails to adequately cash flow match liabilities sold with higher benefits and interest rates fall while Global Atlantic holds that liability, Global Atlantic may not generate its expected earnings on those liabilities. In addition, rising interest rates will decrease the fair value of GlobalAtlantic's credit investments and the value of embedded derivatives associated with funds withheld reinsurance transactions. GlobalAtlantic expects that substantially all of its unrealized losses will not be realized as it intends to hold these investments until recovery of the losses, which may be at maturity, as part of its asset liability cash-flow matching strategy. However, if the market, industry and company-specific factors relating to these investments deteriorate meaningfully, Global Atlantic may be required to recognize an impairment to goodwill and may realize losses as a result of credit defaults or impairments on investments, either of which could have a material adverse effect on our results of operations and financial condition. In addition, commodity prices are generally expected to rise in inflationary environments. Our Real Assets business line portfolio contains energy real asset investments, and certain of our other Private Equity, Real Assets and Credit and Liquid Strategies business line strategies have investments in or related to the energy sector. The value of these investments is heavily influenced by the price of natural gas and oil. As noted above, the actions taken byRussia in theUkraine starting inFebruary 2022 have caused volatility in the commodities markets. To the extent energy real asset investments are directly held by our balance sheet, price movements can have an amplified impact on our financial results, as we directly bear the full extent of such gains or losses, subject to hedging. Although the recent bankruptcies and financial distress among crypto asset market participants and the resulting price volatility of crypto assets have caused widespread disruption in those markets, as ofDecember 31, 2022 , these events have had no material impact on our business, financial condition or results of operations. Neither we through our balance sheet, nor the limited partner funds we manage, have material direct exposure to crypto asset market participants that we are aware of that have: commenced insolvency, receivership, reorganization or bankruptcy proceedings; experienced excessive redemptions or suspended redemptions or withdrawals of crypto assets; the crypto assets of their customers unaccounted for; or experienced material corporate compliance failures. While, to date, our business has only minimal crypto exposure, the level of exposure may shift over time, and we cannot predict the broader impact, including to us, of the recent bankruptcies and financial distress among crypto asset market participants and coverage of new regulatory developments related to crypto assets and crypto asset markets.
Several relevant key market indicators in the
areas which constitute our business environment include:
•Equity Markets. For the year endedDecember 31, 2022 , global equity markets were negative, with the S&P 500 down 18.1% and the MSCI World Index down 17.7% on a total return basis including dividends. Equity market volatility as evidenced by theChicago Board Options Exchange Market Volatility Index (VIX), a measure of volatility, ended at 21.7 as ofDecember 31, 2022 , increasing from 17.2 as ofDecember 31, 2021 . 134
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•Credit Markets. During the year endedDecember 31, 2022 ,U.S. investment grade corporate bond spreads (BofA Merrill Lynch US Corporate Index) widened by 40 basis points andU.S. high-yield corporate bond spreads (BofAML HY Master II Index) widened by 171 basis points. The non-investment grade credit indices were down during the year endedDecember 31, 2022 , with the S&P/LSTA Leveraged Loan Index down 0.6% and the BAML US High Yield Index down 11.2%. During the year endedDecember 31, 2022 , 10-year government bond yields rose 236 basis points inthe United States , rose 6 basis points inChina , rose 35 basis points inJapan , rose 270 basis points in theUK and rose 275 basis points inGermany . •Commodity Markets. During the year endedDecember 31, 2022 , the 3-year forward price of WTI crude oil increased approximately 11.3%, and the 3-year forward price of natural gas increased from approximately$3.43 per MMBtu to$4.99 per MMBtu as ofDecember 31, 2021 andDecember 31, 2022 . TheJapan spot LNG import price decreased to approximately$28.46 per MMBtu as ofDecember 31, 2022 from approximately$31.26 per MMBtu as ofDecember 31, 2021 . •Foreign Exchange Rates. For the year endedDecember 31, 2022 , the euro fell 5.8%, theBritish pound 10 .7%, theJapanese yen 12 .2%, and the Chinese renminbi fell 7.9%, respectively, relative to theU.S. dollar.
Other Trends, Uncertainties and Risks Related to Our Business
Please refer to the "Risk Factors" section of this report for important additional detail regarding the known trends or uncertainties and competitive conditions that have had or that are reasonably likely to have a material favorable or unfavorable impact on our businesses, including the impact of economic and market conditions on valuations of investments. These known trends, uncertainties and competitive conditions should be read in conjunction with this Business Environment section and the entire Risk Factor section.
Basis of Accounting and Key Financial Measures under GAAP
We manage our business using certain financial measures and key operating metrics since we believe these metrics measure the productivity of our investment activities. We prepare our Consolidated Financial Statements in accordance with accounting principles generally accepted inthe United States of America ("GAAP"). See Note 2 " Summary of Significant Accounting Policies" in our financial statements and "Critical Accounting Policies and Estimates" contained in this section below. Our key Segment and non-GAAP financial measures and operating metrics are discussed below.
Key Segment and Non-GAAP Performance Measures
The following key segment and non-GAAP performance measures are used by management in making operational and resource deployment decisions as well as assessing the performance of KKR's business. They include certain financial measures that are calculated and presented using methodologies other than in accordance with GAAP. These performance measures as described below are presented prior to giving effect to the allocation of income (loss) betweenKKR & Co. Inc. and holders of exchangeable securities and as such represent the entire KKR business in total. In addition, these performance measures are presented without giving effect to the consolidation of the investment funds and collateralized financing entities ("CFEs") that KKR manages. We believe that providing these segment and non-GAAP performance measures on a supplemental basis to our GAAP results is helpful to stockholders in assessing the overall performance of KKR's business. These non-GAAP measures should not be considered as a substitute for financial measures calculated in accordance with GAAP. Reconciliations of these non-GAAP measures to the most directly comparable financial measures calculated and presented in accordance with GAAP, where applicable are included under "-Analysis of Non-GAAP Performance Measures-Reconciliations to GAAP Measures."
After-tax Distributable Earnings
After-tax distributable earnings is a non-GAAP performance measure of KKR's earnings, which is derived from KKR's reported segment results. After-tax distributable earnings is used to assess the performance of KKR's business operations and measures the earnings potentially available for distribution to its equity holders or reinvestment into its business. After-tax distributable earnings is equal to Distributable Operating Earnings less Interest Expense, Net Income Attributable to Noncontrolling Interests and Income Taxes Paid. Series C Mandatory Convertible Preferred Stock dividends have been excluded from After-tax Distributable Earnings, because the definition of Adjusted Shares used to calculate After-tax Distributable Earnings per Adjusted Share assumes that all shares of Series C Mandatory Convertible Preferred Stock have been converted to shares of common stock ofKKR & Co. Inc. Income Taxes Paid represents the amount of income taxes that 135
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would be paid assuming that all pre-tax distributable earnings were allocated toKKR & Co. Inc. and taxed at the same effective rate, which assumes that all securities exchangeable into shares of common stock ofKKR & Co. Inc. were exchanged. Income Taxes Paid includes the benefit of tax deductions arising from equity-based compensation, which reduces income taxes paid or payable during the period. Equity based compensation expense is excluded from After-tax Distributable Earnings, because (i) KKR believes that the cost of equity awards granted to employees does not contribute to the earnings potentially available for distributions to its equity holders or reinvestment into its business and (ii) excluding this expense makes KKR's reporting metric more comparable to the corresponding metric presented by other publicly traded companies in KKR's industry, which KKR believes enhances an investor's ability to compare KKR's performance to these other companies. If tax deductions from equity-based compensation were to be excluded from Income Taxes Paid, KKR's After-tax Distributable Earnings would be lower and KKR's effective tax rate would appear to be higher, even though a lower amount of income taxes would have actually been paid or payable during the period. KKR separately discloses the amount of tax deduction from equity-based compensation for the period reported and the effect of its inclusion in After-tax Distributable Earnings for the period. KKR makes these adjustments when calculating After-tax Distributable Earnings in order to more accurately reflect the net realized earnings that are expected to be or become available for distribution to KKR's equity holders or reinvestment into KKR's business. However, After-tax Distributable Earnings does not represent and is not used to calculate actual dividends under KKR's dividend policy, which is a fixed amount per period, and After-tax Distributable Earnings should not be viewed as a measure of KKR's liquidity.
Book Value
Book Value is a non-GAAP performance measure of the net assets of KKR and is used by management primarily in assessing the unrealized value of KKR's net assets presented on a basis that (i) deconsolidates KKR's investment funds and CFEs that KKR manages, (ii) includes the net assets that are attributable to certain securities exchangeable into shares of common stock ofKKR & Co. Inc. , and (iii) includes KKR's ownership of the net assets of Global Atlantic. We believe this measure is useful to stockholders as it provides additional insight into the net assets of KKR excluding those net assets that are allocated to investors in KKR's investment funds and other noncontrolling interest holders. KKR's book value includes the net impact of KKR's tax assets and liabilities as calculated under GAAP. Series C Mandatory Convertible Preferred Stock has been included in book value, because the definition of adjusted shares used to calculate book value per adjusted share assumes that all shares of Series C Mandatory Convertible Preferred Stock have been converted to shares of common stock ofKKR & Co. Inc. To calculate Global Atlantic book value and to make it more comparable with the corresponding metric presented by other publicly traded companies in Global Atlantic's industry, Global Atlantic book value excludes (i) accumulated other comprehensive income and (ii) accumulated change in fair value of reinsurance balances and related assets, net of deferred acquisition costs and income tax.
Distributable Operating Earnings
Distributable operating earnings is a non-GAAP performance measure that KKR believes is useful to stockholders as it provides a supplemental measure of our operating performance without taking into account items that KKR does not believe arise from or relate directly to KKR's operations. Distributable Operating Earnings excludes: (i) equity-based compensation charges, (ii) amortization of acquired intangibles, (iii) strategic corporate transaction-related charges and (iv) non-recurring items, if any. Strategic corporate transaction-related items arise from corporate actions and consist primarily of (i) impairments, (ii) non-monetary gains or losses on divestitures, (iii) transaction costs from strategic acquisitions, and (iv) depreciation on real estate that KKR owns and occupies. Inter-segment transactions are not eliminated from segment results when management considers those transactions in assessing the results of the respective segments. These transactions include (i) management fees earned by KKR as the investment adviser for Global Atlantic insurance companies and (ii) interest income and expense based on lending arrangements where one or more KKR subsidiaries borrow from a Global Atlantic insurance subsidiary. Inter-segment transactions are recorded by each segment based on the definitive documents that contain arms' length terms and comply with applicable regulatory requirements. Distributable Operating Earnings represents operating earnings of KKR's Asset Management and Insurance segments, which are comprised of the following: •Asset Management Segment Operating Earnings is the segment profitability measure used to make operating decisions and to assess the performance of the Asset Management segment and is comprised of: (i) Fee Related Earnings, (ii) Realized Performance Income, (iii) Realized Performance Income Compensation, (iv) Realized Investment Income, and (v) Realized Investment Income Compensation. Asset Management Segment Operating Earnings excludes the impact of: (i) unrealized carried interest, (ii) net unrealized gains (losses) on investments, and (iii) related unrealized carried interest compensation. Management fees earned by KKR as the adviser, manager or sponsor for its investment funds, vehicles and accounts, including Global Atlantic insurance companies, are included in Asset Management Segment Operating Earnings. 136
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•Insurance Segment Operating Earnings is the segment profitability measure used to make operating decisions and to assess the performance of the Insurance segment and is comprised of: (i) Net Investment Income, (ii)Net Cost of Insurance, (iii) General, Administrative, and Other Expenses, (iv) Income Taxes, and (v) Net Income Attributable to Noncontrolling Interests. The non-operating adjustments made to derive Insurance Segment Operating Earnings exclude the impact of: (i) realized (gains) losses related to asset/liability matching investments strategies, (ii) unrealized investment (gains) losses, (iii) changes in the fair value of derivatives, embedded derivatives, and fair value liabilities for fixed-indexed annuities, indexed universal life contracts and variable annuities, and (iv) the associated income tax effects of all exclusions from Insurance Segment Operating Earnings except for equity-based compensation expense. Insurance Segment Operating Earnings includes (i) realized gains and losses not related to asset/liability matching investments strategies and (ii) the investment management fee expenses that are earned by KKR as the investment adviser of the Global Atlantic insurance companies.
Fee Related Earnings
Fee related earnings is a performance measure used to assess the Asset Management segment's generation of profits from revenues that are measured and received on a recurring basis and are not dependent on future realization events. KKR believes this measure is useful to stockholders as it provides additional insight into the profitability of KKR's fee generating asset management and capital markets businesses and other recurring revenue streams. FRE equals (i) Management Fees, including fees paid by the Insurance segment to the Asset Management segment and fees paid by certain insurance co-investment vehicles, (ii) Transaction and Monitoring Fees, Net and (iii) Fee Related Performance Revenues, less (x) Fee Related Compensation, and (y) Other Operating Expenses. •Fee Related Performance Revenues refers to the realized portion of Incentive Fees from certain AUM that has an indefinite term and for which there is no immediate requirement to return invested capital to investors upon the realization of investments. Fee-related performance revenues consists of performance fees (i) to be received from our investment funds, vehicles and accounts on a recurring basis, and (ii) that are not dependent on a realization event involving investments held by the investment fund, vehicle or account.
•Fee Related Compensation refers to the compensation expense, excluding
equity-based compensation, paid from (i) Management Fees, (ii) Transaction and
Monitoring Fees, Net, and (iii) Fee Related Performance Revenues.
•Other Operating Expenses represents the sum of (i) occupancy and related
charges and (ii) other operating expenses.
Total Asset Management Segment Revenues
Total Asset Management Segment Revenues is a performance measure that represents the realized revenues of the Asset Management segment (which excludes unrealized carried interest and unrealized net gains (losses) on investments) and is the sum of (i) Management Fees, (ii) Transaction and Monitoring Fees, Net, (iii) Fee Related Performance Revenues, (iv) Realized Performance Income, and (v) Realized Investment Income. KKR believes that this performance measure is useful to stockholders as it provides additional insight into the realized revenues generated by KKR's asset management segment.
Other Terms and Capital Metrics
Adjusted Shares
Adjusted shares represents shares of common stock ofKKR & Co. Inc. outstanding under GAAP adjusted to include (i) the number of shares of common stock ofKKR & Co. Inc. assumed to be issuable upon conversion of the Series C Mandatory Convertible Preferred Stock and (ii) certain securities exchangeable into shares of common stock ofKKR & Co. Inc. Weighted average adjusted shares is used in the calculation of After-tax Distributable Earnings per Adjusted Share, and Adjusted Shares is used in the calculation of Book Value per Adjusted Share.
Assets Under Management
Assets under management represent the assets managed, advised or sponsored by KKR from which KKR is entitled to receive management fees or performance income (currently or upon a future event), general partner capital, and assets managed, advised or sponsored by our strategic BDC partnership and the hedge fund and other managers in which KKR holds an 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 and other managers and the overall activity in their investment funds and other managed or sponsored 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 and certain co-investment vehicles; (ii) uncalled capital commitments from these funds, including 137
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uncalled capital commitments from which KKR is currently not earning management fees or performance income; (iii) the asset value of the Global Atlantic insurance companies; (iv) the par value of outstanding CLOs; (v) KKR's pro rata portion of the AUM of hedge fund and other managers in which KKR holds an ownership interest; (vi) all of the AUM of KKR's strategic BDC partnership; (vii) the acquisition cost of invested assets of certain non-U.S. real estate investment trusts; and (viii) the value of other assets managed or sponsored by KKR. The pro rata portion of the AUM of hedge fund and other 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 (i) is not based on any definition of AUM that may be set forth in the governing documents of the investment funds, vehicles, accounts or other entities whose capital is included in this definition, (ii) includes assets for which KKR does not act as an investment adviser, and (iii) is not calculated pursuant to any regulatory definitions. Capital Invested Capital invested is the aggregate amount of capital invested by (i) KKR's investment funds and Global Atlantic insurance companies, (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 byKKR'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 byKKR's Capital Markets business line. Capital syndicated byKKR'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.
Fee Paying AUM
Fee paying AUM represents only the AUM from which KKR is entitled to receive management fees. We believe this measure is useful to stockholders as it provides additional insight into the capital base upon which KKR earns management fees. FPAUM is the sum of all of the individual fee bases that are used to calculate KKR's and its hedge fund and BDC partnership management fees and differs from AUM in the following respects: (i) assets and commitments from which KKR is not entitled to receive a management fee are excluded (e.g., assets and commitments with respect to which it is entitled to receive only performance income or is otherwise not currently entitled to receive a management fee) and (ii) certain assets, primarily in its private equity funds, are reflected based on capital commitments and invested capital as opposed to fair value because fees are not impacted by changes in the fair value of underlying investments.
Uncalled Commitments
Uncalled commitments is the aggregate amount 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. The amount of uncalled commitments is not reduced by capital invested using borrowings under an investment fund's subscription facility until capital is called from our fund investors. 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 and carry paying co-investment vehicles to make future investments. Uncalled commitments are not reduced for investments completed using fund-level investment financing arrangements or investments we have committed to make but remain unfunded at the reporting date. 138
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Consolidated Results of Operations (GAAP Basis)
The following is a discussion of our consolidated results of operations on a GAAP basis for the years endedDecember 31, 2022 and 2021. You should read this discussion in conjunction with the financial statements and related notes included elsewhere in this report. See "-Business Environment" for more information about factors that may affect our business, financial performance, operating results and valuations. Years Ended December 31, 2022 December 31, 2021 Change ($ in thousands) Revenues Asset Management Fees and Other$ 2,821,627
Capital Allocation-Based Income (Loss)
(2,500,509) 6,842,414 (9,342,923) 321,118 9,692,568 (9,371,450) Insurance Net Premiums 1,182,461 2,226,078 (1,043,617) Policy Fees 1,278,736 1,147,913 130,823 Net Investment Income 4,118,246 2,845,623 1,272,623 Net Investment-Related Gains (Losses) (1,318,490) 203,753 (1,522,243) Other Income 139,124 120,213 18,911 5,400,077 6,543,580 (1,143,503) Total Revenues 5,721,195 16,236,148 (10,514,953) Expenses Asset Management Compensation and Benefits 1,144,666 4,428,743 (3,284,077) Occupancy and Related Charges 77,271 69,084 8,187 General, Administrative and Other 993,548 959,077 34,471 2,215,485 5,456,904 (3,241,419)
Insurance
Net Policy Benefits and Claims 3,184,427 5,055,709 (1,871,282) Amortization of Policy Acquisition Costs 10,990 (65,949) 76,939 Interest Expense 87,182 61,661 25,521 Insurance Expenses 565,304 358,878 206,426 General, Administrative and Other 718,422 555,321 163,101 4,566,325 5,965,620 (1,399,295) Total Expenses 6,781,810 11,422,524 (4,640,714) Investment Income (Loss) - Asset Management Net Gains (Losses) from Investment Activities (1,665,537) 7,720,923 (9,386,460) Dividend Income 1,322,447 698,800 623,647 Interest Income 1,895,282 1,485,470 409,812 Interest Expense (1,550,777) (1,070,368) (480,409) Total Investment Income (Loss) 1,415 8,834,825 (8,833,410) Income (Loss) Before Taxes (1,059,200) 13,648,449 (14,707,649) Income Tax Expense (Benefit) (35,672) 1,353,270 (1,388,942) 139
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Table of Co n tents Years Ended December 31, 2022 December 31, 2021 Change ($ in thousands) Net Income (Loss) (1,023,528) 12,295,179 (13,318,707) Net Income (Loss) Attributable to Redeemable Noncontrolling Interests 2,792 4,060 (1,268) Net Income (Loss) Attributable to Noncontrolling Interests (185,190) 7,624,643 (7,809,833) Net Income (Loss) Attributable to KKR & Co. Inc. (841,130) 4,666,476 (5,507,606) Series A Preferred Stock Dividends - 23,656 (23,656) Series B Preferred Stock Dividends - 12,991 (12,991) Series C Mandatory Convertible Preferred Stock Dividends 69,000 69,000 - Net Income (Loss) Attributable toKKR & Co. Inc. Common Stockholders $ (910,130)$ 4,560,829 $ (5,470,959) 140
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Consolidated Results of Operations (GAAP Basis) - Asset Management
Revenues
For the years endedDecember 31, 2022 and 2021, revenues consisted of the following: Years Ended December 31, 2022 December 31, 2021 Change ($ in thousands)
Management Fees$ 1,682,466 $ 1,301,975 $ 380,491 Fee Credits (532,355) (464,594) (67,761) Transaction Fees 1,316,637 1,552,621 (235,984) Monitoring Fees 131,750 134,472 (2,722) Incentive Fees 33,537 55,701 (22,164) Expense Reimbursements 102,927 178,572 (75,645) Consulting Fees 86,665 91,407 (4,742) Total Fees and Other 2,821,627 2,850,154 (28,527) Carried Interest (2,068,662) 5,388,354 (7,457,016) General Partner Capital Interest (431,847) 1,454,060 (1,885,907) Total Capital Allocation-Based Income (Loss) (2,500,509) 6,842,414 (9,342,923) Total Revenues - Asset Management $ 321,118$ 9,692,568 $ (9,371,450) Fees and Other
Total Fees and Other for the year ended
the year ended
transaction fees, which was partially offset by an increase in management fees.
For a more detailed discussion of the factors that affected our transaction fees
during the period, see "-Analysis of Asset Management Segment Operating
Earnings."
The increase in management fees was primarily attributable to management fees earned from North America Fund XIII, Global Infrastructure Investors IV and European Fund VI. This increase was partially offset by a decrease in management fees earned fromEuropean Fund V and Americas Fund XII as a result of entering their post-investment periods and, consequently, we now earn fees based on capital invested rather than capital committed and at a lower fee rate. Management fees due from consolidated investment funds and other vehicles are eliminated upon consolidation under GAAP. However, because these amounts are funded by, and earned from, noncontrolling interests, upon consolidation under GAAP, KKR's allocated share of the net income from the consolidated investment funds and other vehicles is increased by the amount of fees that are eliminated. Accordingly, net income (loss) attributable to KKR would be unchanged if such investment funds and other vehicles were not consolidated. For a more detailed discussion on the factors that affect our management fees during the period, see "-Analysis of Asset Management Segment Operating Earnings." Fee credits increased compared to the prior period as a result of a higher level of transaction fees from infrastructure transaction fee-generating investments in our Real Asset business line. Fee credits owed to consolidated investment funds are eliminated upon consolidation under GAAP. However, because these amounts are owed to noncontrolling interests, upon consolidation under GAAP, KKR's allocated share of the net income from the consolidated investment funds is decreased by the amount of fee credits that are eliminated. Accordingly, net income (loss) attributable to KKR would be unchanged if such investment funds and other vehicles were not consolidated. Transaction and monitoring fees earned from KKR portfolio companies are not eliminated upon consolidation because those fees are earned from companies which are not consolidated. Furthermore, transaction fees earned in our capital markets business are not shared with fund investors. Accordingly, certain transaction fees are reflected in our revenues without a corresponding fee credit. 141
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Capital Allocation-Based Income (Loss)
Capital Allocation-Based Income (Loss) for the year endedDecember 31, 2022 was negative primarily due to the net depreciation of the underlying investments in many of our carry-earning investment funds, most notably Americas Fund XII, Asian Fund II, and Asian Fund III. Capital Allocation-Based Income (Loss) for the year endedDecember 31, 2021 was positive primarily due to the net appreciation of the underlying investments at our carry earning investment funds, most notably Americas Fund XII, Asian Fund III, andNorth America Fund XI. KKR calculates the carried interest that would be due to KKR for each investment fund, pursuant to the fund agreements, as if the fair value of the underlying investments were realized as of the reporting date, irrespective of whether such amounts have been realized. Since the fair value of the underlying investments varies between reporting periods, it is necessary to make adjustments to the amounts recorded as carried interest to reflect either (a) positive performance, resulting in an increase in the carried interest allocated to the general partner or (b) negative performance that would cause the amount due to KKR to be less than the amount previously recognized, resulting in a negative adjustment to carried interest allocated to the general partner. In each case, it is necessary to calculate the carried interest on cumulative results compared to the carried interest recorded to date and to make the required positive or negative adjustments.
Investment Income (Loss) - Asset Management
2022
The net losses from investment activities for the year ended
were comprised of net realized gains of
losses of
Investment gains and losses relating to our general partner capital interest in our unconsolidated funds are not reflected in our discussion and analysis ofNet Gains (Losses) from Investment Activities. Our economics associated with these gains and losses are reflected in Capital Allocation-Based Income (Loss) as described above.
Realized Gains and Losses from Investment Activities
For the year endedDecember 31, 2022 , net realized gains related primarily to (i) the sale of our investment in Fiserv, Inc. (NASDAQ: FISV), which was a significant contributor to gains from investment activities in 2022 but has now been completely sold and will no longer contribute to gains from investment activities, (ii) realizations on certain foreign exchange forward contracts, and (iii) the sale of real estate investments held in certain consolidated opportunistic real estate equity funds. Partially offsetting these realized gains were realized losses primarily relating to (i) various investments held in our consolidated alternative credit funds, (ii) a realized loss onMagneti Marelli CK Holdings (industrials sector) held in certain consolidated funds and (iii) realized losses from the sales of revolving credit facilities.
Unrealized Gains and Losses from Investment Activities
For the year endedDecember 31, 2022 , net unrealized losses were driven primarily by mark-to-market losses from (i) investments held in our consolidated CLOs and in certain consolidated alternative credit funds, (ii)OutSystems Holdings S.A. (technology sector) held in certain consolidated funds and (iii) the reversal of previously recognized unrealized gains relating to the realization activity described above. These unrealized losses were partially offset by mark-to-market gains related to (i) investments held in certain consolidated energy funds, (ii)USI, Inc. (financial services sector), and (iii)ERM Worldwide Group Limited (services sector). The extent and the factors that affect each investment strategy vary depending on the nature of the asset class and the valuation methodology employed. For the year endedDecember 31, 2022 net unrealized losses were primarily generated in the following asset classes: •Private equity (excluding core private equity), which was primarily impacted by (i) the negative returns of global equity markets and the related reduction of market multiples used in the market comparables methodology for the valuation of Level III investments, and (ii) the negative impact of higher interest rates and a higher market risk premium in 2022 on discount rates used in the discounted cash flow methodology for the valuation of Level III investments;
•Credit, which were primarily impacted by the widening of the credit spreads
observed in the credit markets in 2022; and
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•Real estate, which, notwithstanding the positive operating performance of certain properties, was negatively impacted by the reversal of previously recognized unrealized gains relating to the realization activity described above and the capitalization rates widening in the fourth quarter of 2022.
Partially offsetting the losses in the asset classes above, there were the
unrealized gains generated in the following asset classes:
•Infrastructure and energy, which benefited from (i) higher oil and gas prices and (ii) the positive operating performance of certain infrastructure assets; and
•Core private equity, which benefited from the positive operating performance of
its portfolio companies.
For a discussion of other factors that affected KKR's realized investment
income, see "-Analysis of Asset Management Segment Operating Results".
2021
The net gains from investment activities for the year ended
were comprised of net realized gains of
gains of
Realized Gains and Losses from Investment Activities
For the year endedDecember 31, 2021 , net realized gains related primarily to the sales of investments held by KKR and certain consolidated funds, the most significant of which were inFanDuel Inc. (technology sector), Mr. Cooper Group Inc. (NASDAQ: COOP), andDarktrace Limited (LSE: DARK). Partially offsetting these realized gains were realized losses, the most significant of which were realized losses from various investments held in our consolidated credit funds and realized losses on certain hedging instruments.
Unrealized Gains and Losses from Investment Activities
For the year endedDecember 31, 2021 , net unrealized gains related primarily to mark-to-market gains from investments held by KKR and certain consolidated funds, the most significant of which werePetVet Care Centers, LLC (health care sector),Heartland Dental LLC (health care sector) andOutSystems Holdings S.A. Partially offsetting these unrealized gains were unrealized losses, the most significant of which were (i) the reversal of previously recognized unrealized gains relating to the realization activity described above and (ii) an unrealized loss on BridgeBio Pharma, Inc. (NASDAQ: BBIO). For a discussion of other factors that affected KKR's realized investment income, see "-Analysis of Asset Management Segment Operating Results". For additional information about net gains (losses) from investment activities, see Note 5 "Net Gains (Losses) from Investment Activities - Asset Management" in our financial statements. Dividend Income During the year endedDecember 31, 2022 , the most significant dividends received included (i)$441.2 million from investments held in our consolidated core plus and opportunistic real estate equity funds and (ii)$86.6 million from our investment inExact Group B.V . (technology sector) held in our consolidated core vehicles. During the year endedDecember 31, 2021 , the most significant dividends received included (i)$215.5 million from our consolidated real estate funds, (ii)$138.7 million from our investment inViridor Limited (Infrastructure: energy and energy transition sector), and (iii)$70.9 million from our investment inArnott's Biscuits Limited (consumer products sector). Significant dividends from portfolio companies and consolidated funds are generally not recurring quarterly dividends, and while they may occur in the future, their size and frequency are variable. For a discussion of other factors that affected KKR's dividend income, see "-Analysis of Asset Management Segment Operating Results." Interest Income The increase in interest income during the year endedDecember 31, 2022 compared to the year endedDecember 31, 2021 was primarily due to the (i) impact of closing additional CLOs that were consolidated during 2022 and higher interest rates on assets held in consolidated CLOs and (ii) a higher level of interest income from investments held in certain of our consolidated alternative credit funds, primarily related to an increase in the amount of capital deployed and higher interest rates. Partially offsetting these increases was the deconsolidation of KREF in the fourth quarter of 2021. For a discussion of other factors that affected KKR's interest income, see "-Analysis of Asset Management Segment Operating Results." 143
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Interest Expense
The increase in interest expense during the year endedDecember 31, 2022 compared to the year endedDecember 31, 2021 was primarily due to (i) an increase in the amount of borrowings outstanding from consolidated funds and other vehicles, (ii) the impact of closing additional CLOs that were consolidated during 2022 and higher interest rates on debt obligations held in consolidated CLOs, and (iii) the impact of issuances of our notes afterDecember 31, 2021 . Partially offsetting these increases was the deconsolidation of KREF in the fourth quarter of 2021. For a discussion of other factors that affected KKR's interest expense, see "-Analysis of Non-GAAP Performance Measures."
Expenses - Asset Management
Compensation and Benefits Expenses
The decrease in compensation and benefits expense during the year endedDecember 31, 2022 compared to the year endedDecember 31, 2021 was primarily due to the reversal of previously recognized accrued carried interest, partially offset by (i) higher equity-based compensation charges and (ii) a higher level of discretionary cash compensation resulting from a higher level of segment fee related revenue and realized performance income in the current period.
General, Administrative and Other
The increase in general, administrative and other expenses during the year endedDecember 31, 2022 compared to the year endedDecember 31, 2021 was primarily due to a higher level of (i) expenses at our consolidated funds and investment vehicles, (ii) strategic corporate transaction-related charges, (iii) professional fees, information technology and other administrative costs in connection with the growth of the firm, and (iv) travel related expenses as a result of a return of travel activity to pre-COVID-19 pandemic levels.
In periods of significant fundraising and to the extent that we use third
parties to assist in our capital raising efforts, our General, Administrative
and Other are expected to increase accordingly. Similarly, our General,
Administrative and Other expenses are expected to increase as a result of
increased levels of professional and other fees incurred as part of due
diligence related to strategic acquisitions and new product development.
Consolidated Results of Operations (GAAP Basis) - Insurance
For the year ended
operations included in our consolidated results of operations are from the
acquisition date,
Assumption review
The assumptions on which reserves, deferred revenue and expenses are based are intended to represent an estimation of the benefits that are expected to be payable to, and fees or premiums that are expected to be collectible from, policyholders in future periods. GlobalAtlantic reviews the adequacy of its reserves, deferred revenue and expenses and the assumptions underlying those items at least annually, usually in the third quarter. As Global Atlantic analyzes its assumptions, to the extent Global Atlantic chooses to update one or more of those assumptions, there may be an "unlocking" impact. Generally, favorable unlocking means the change in assumptions required a reduction in reserves, or in deferred revenue liabilities or an increase in deferred expenses, and unfavorable unlocking means the change in assumptions required an increase in reserves or in deferred revenue liabilities, or a reduction in deferred expenses. 144
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The following table reflects the impact on net income by financial statement
line item and to insurance segment adjusted operating earnings from Global
Atlantic's assumption review:
Years Ended December 31, 2022 December 31, 2021 Change ($ in thousands) Impacts of assumption review, by statement of income line item: Policy fees $ (14) $ 182$ (196) Policy benefits and claims (23,079) 20,904 (43,983) Amortization of policy acquisition costs 7,686 (2,119) 9,805 Income tax impact 3,236 (3,983) 7,219
Total assumption review impact on net income $ (12,171)
$ 14,984$ (27,155) Assumption review impact on adjustments to derive insurance segment adjusted operating earnings (157) (97) (60) Noncontrolling interests' share of assumption review impact 4,749 (5,734) 10,483 Total assumption review impact on insurance segment adjusted operating earnings $ (7,579) $ 9,153$ (16,732) For the year endedDecember 31, 2022 , the net unfavorable unlocking impact on net income and insurance segment adjusted operating earnings was primarily due to an increase in expected future surrender experience of annuity policies, partially as a result of higher interest rates, and a decrease in expected future surrender experience of life insurance policies. For the year endedDecember 31, 2021 , the net favorable unlocking impact on net income and insurance segment adjusted operating earnings was primarily due to lower expected future mortality rates.
Revenues
For the years endedDecember 31, 2022 and 2021, revenues consisted of the following: Years Ended December 31, 2022 December 31, 2021 Change ($ in thousands) Net Premiums$ 1,182,461 $
2,226,078
Policy Fees 1,278,736 1,147,913 130,823 Net Investment Income 4,118,246
2,845,623 1,272,623
Net Investment-Related Gains (1,318,490) 203,753 (1,522,243) Other Income 139,124 120,213 18,911 Total Insurance Revenues$ 5,400,077 $ 6,543,580 $ (1,143,503) Net Premiums Net premiums decreased for the year endedDecember 31, 2022 as compared to the year endedDecember 31, 2021 primarily due to lower initial premiums related to fewer reinsurance transactions with life contingencies assumed during the year endedDecember 31, 2022 as compared to the year endedDecember 31, 2021 . The decrease was partially offset by lower retrocessions to third party reinsurers during the year endedDecember 31, 2022 as compared to the year endedDecember 31, 2021 . The initial premiums on assumed reinsurance were offset by a comparable increase in policy reserves reported within net policy benefits and claims (as discussed below).
Policy fees
Policy fees increased for the year ended
year ended
reported in the prior financial reporting period as a result of the GA
Acquisition on
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Net investment income
Net investment income increased for the year endedDecember 31, 2022 as compared to the year endedDecember 31, 2021 primarily due to (i) higher yields on floating-rate investments due to higher market interest rates, (ii) rotation into higher yielding assets, (iii) increased average assets under management due to growth in assets in our institutional market channel as a result of new reinsurance transactions and individual market channel sales, and (iv) one less month of activity reported in the prior financial reporting period as a result of the GA Acquisition having occurred onFebruary 1, 2021 .
Net investment-related losses
The components of net investment-related losses were as follows:
Years Ended December 31, December 31, 2022 2021 Change ($ in thousands) Funds withheld payable embedded derivatives $
3,448,710
Equity futures contracts
167,924 (263,637) 431,561 Foreign currency forwards 18,929 2,484 16,445 Credit risk contracts (108) (400) 292 Equity index options (895,602) 549,987 (1,445,589) Interest rate contracts (333,937) (146,920) (187,017) Funds withheld receivable embedded derivatives (29,390) 31,740 (61,130) Other (29,779) - (29,779) Net gains on derivative instruments 2,346,747 222,745 2,124,002 Net other investment losses (3,665,237) (18,992) (3,646,245) Net investment-related losses $
(1,318,490)
Net gains on derivative instruments
The increase in the fair value of embedded derivatives on funds withheld at interest payable for the year endedDecember 31, 2022 was primarily driven by the change in fair value of the underlying investments in the funds withheld at interest payable portfolio, which is primarily comprised of fixed maturity securities (designated as trading for accounting purposes), mortgage and other loan receivables, and other investments. The underlying investments in the funds withheld at interest payable portfolio declined in value in the current period primarily due to an increase in market interest rates and wider credit spreads. The increase in the fair value of equity futures was driven primarily by the performance of equity markets. GlobalAtlantic purchases equity futures primarily to hedge the market risk in our variable annuity products which are accounted for in net policy benefits and claims. The majority of GlobalAtlantic's equity futures are based on the S&P 500 Index, which decreased during the year endedDecember 31, 2022 , as compared to an increase during the year endedDecember 31, 2021 , resulting in, respectively, a gain and a loss on equity futures contracts in the respective periods. The decrease in the fair value of equity index options was primarily driven by the performance of the indexes upon which call options are based. GlobalAtlantic purchases equity index options to hedge the market risk of embedded derivatives in indexed universal life and fixed-indexed annuity products (the change in which is accounted for in net policy benefits and claims). The majority of Global Atlantic's equity index call options are based on the S&P 500 Index, which decreased during the year endedDecember 31, 2022 , as compared to the increase during the year endedDecember 31, 2021 . The decrease in the fair value of interest rate contracts was driven by an increase in market interest rates during both the year endedDecember 31, 2022 and the prior financial reporting period, resulting in a loss on interest rate contracts. The decrease in the fair value of embedded derivatives on funds withheld at interest receivable was primarily due to widening of credit spreads during the year endedDecember 31, 2022 , as compared to the tightening of credit spreads in the year endedDecember 31, 2021 . 146
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Net other investment losses
The components of net other investment losses were as follows:
Years Ended December 31, December 31, 2022 2021 Change ($ in thousands) Realized gains on investments not supporting asset-liability matching strategies $
87,198
Realized losses on available-for-sale fixed maturity debt
securities
(559,987) (201,411) (358,576) Credit loss allowances (456,176) (249,338) (206,838)
Unrealized losses on fixed maturity securities classified
as trading
(2,603,874) (118,714) (2,485,160)
Unrealized gains on investments classified as trading or
fair-value option
60,237 39,758 20,479
Unrealized (losses) gains on real estate investments
recognized at fair value under investment company
accounting
(42,870) 35,418 (78,288)
Realized gains (losses) on funds withheld at interest,
payable portfolio
38,074 (30,015) 68,089
Realized gains (losses) on funds withheld at interest,
receivable portfolio
(3,176) 12,418 (15,594) Other (184,663) (34,896) (149,767) Net investment-related gains $
(3,665,237)
The increase in net other investment losses for the year endedDecember 31, 2022 were primarily due to (i) an increase in unrealized losses on fixed maturity securities classified as trading was primarily due to an increase in interest rates and widening credit spreads in the current period, (ii) a decrease in realized gains on investments not supporting asset-liability matching strategies primarily due to the non-recurrence of a gain from the disposition ofOrigis USA, LLC (Infrastructure: energy and energy transition sector) in the prior financial reporting period, (iii) the increase in realized losses on available-for-sale fixed maturity debt securities primarily due to portfolio rotation in a higher interest rate environment, (iv) an increase in credit loss allowances on mortgage and other loan receivables in the current period primarily due to an increase in credit risk of our loan portfolio, offset in part by the recognition of an initial credit loan loss allowance upon the adoption of the current expected credit loss accounting standard concurrent with the GA Acquisition in the prior financial reporting period, and (v) realized losses on renewable energy investments in the current period.
Offsetting these losses were realized gains on funds withheld at interest
payable portfolio.
Other income
Other income increased for the year endedDecember 31, 2022 as compared to the prior financial reporting period primarily due to one less month of activity reported in the prior financial reporting period as a result of the GA Acquisition having occurred onFebruary 1, 2021 .
Expenses
Net policy benefits and claims
Net policy benefits and claims decreased for the year endedDecember 31, 2022 as compared to the year endedDecember 31, 2021 primarily due to (i) lower initial reserves assumed related to fewer new reinsurance transactions with life contingencies in the year endedDecember 31, 2022 as compared to the year endedDecember 31, 2021 , and (ii) a decrease in the value of embedded derivatives in Global Atlantic's indexed universal life and fixed indexed annuity products, as a result of lower equity market returns (as discussed above under "Revenues-Net gains on derivatives instruments," Global Atlantic purchases equity index options in order to hedge this risk, the fair value changes of which are accounted for in gains on derivative instruments, and generally offsetting the change in embedded derivative fair value reported in net policy benefits and claims). This decrease was offset by (i) one less month of activity reported in the prior financial reporting period as a result of the GA Acquisition having occurred onFebruary 1, 2021 , (ii) an increase in net flows from both individual and institutional market channel sales, (iii) an increase in variable annuity reserves primarily due to lower equity market returns, (iv) higher funding costs on new business, and (v) unfavorable unlocking related to the assumption review described above under "-Consolidated Results of Operations (GAAP Basis)-Insurance (Unaudited)-Assumption Review." 147
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Amortization of policy acquisition costs
Amortization of policy acquisition costs increased for the year endedDecember 31, 2022 as compared to the year endedDecember 31, 2021 primarily due to (i) a decrease in the net benefit (that is, a reduction to expense) from the amortization of the net negative insurance intangibles recognized as part of purchase accounting of the GA Acquisition, as the underlying business runs off, and (ii) growth in our individual market channel. Offsetting these increases in expense was (i) a decrease of amortization due to realized investment losses in the current period, and (ii) favorable unlocking related to the assumption review described above under "-Consolidated Results of Operations (GAAP Basis)-Insurance (Unaudited)-Assumption Review."
Interest expense
Interest expense increased for the year endedDecember 31, 2022 as compared to the year endedDecember 31, 2021 primarily due to (i) a net increase in debt outstanding, including a draw on Global Atlantic's revolving credit facility in the quarter endedMarch 31, 2022 , (ii) an increase in interest expense on floating rate debt (Global Atlantic's revolving facility and fixed-to-floating swaps on Global Atlantic's fixed rate debt) due to higher market rates, and (iii) the impact of one less month of activity reported in the prior financial reporting period as a result of the GA Acquisition having occurred onFebruary 1, 2021 . Insurance expenses Insurance expenses increased for the year endedDecember 31, 2022 as compared to the year endedDecember 31, 2021 primarily due to (i) one less month of activity reported in the prior financial reporting period as a result of the GA Acquisition having occurred onFebruary 1, 2021 , (ii) increased commission expense related to increased sales in our individual market and increased reinsurance transactions, and (iii) increased reinsurance ceding expense allowances paid for policy administration services as a result of an increase in reinsurance transactions.
General, administrative and other
General, administrative and other expenses increased for the year endedDecember 31, 2022 as compared to the year endedDecember 31, 2021 primarily due to (i) one less month of activity reported in the prior financial reporting period as a result of the GA Acquisition having occurred onFebruary 1, 2021 , (ii) increased employee compensation and benefits related expenses, (iii) increased professional service fees, and (iv) increased third-party administrator ("TPA") policy servicing fees, all due to growth of the business.
Other Consolidated Results of Operations (GAAP Basis)
Income Tax Expense (Benefit)
For the year endedDecember 31, 2022 , income tax was a benefit of$35.7 million compared to an income tax expense of$1,353.3 million in the prior period. The tax benefit in the current period was generated primarily from deferred tax benefits recorded in connection with pre-tax unrealized losses driven by net capital allocation-based losses and investment losses offset by income tax expense relating to Global Atlantic's insurance operations. For a discussion of factors that impacted KKR's tax provision, see Note 19 "Income Taxes" to the financial statements included elsewhere in this report. The amount ofU.S. federal and state corporate income taxes we pay in future periods may be materially increased if adverse tax laws become enacted. See "-Business Environment- Economic and Market Conditions" in this report.
Net Income (Loss) Attributable to Noncontrolling Interests
Net Income (Loss) attributable to noncontrolling interests for the year endedDecember 31, 2022 relates primarily to net income (loss) attributable to (i) exchangeable securities representing ownership interests inKKR Group Partnership , (ii) third-party limited partner interests in consolidated investment funds, and (iii) interests that co-investors and rollover investors hold in Global Atlantic. The net loss attributable to noncontrolling interests for the year endedDecember 31, 2022 was primarily due to (i) net losses from investment activities at our consolidated investment funds and (ii) a net loss attributable to exchangeable securities in the current period.
Net Income (Loss) Attributable to
The net loss attributable toKKR & Co. Inc. for the year endedDecember 31, 2022 was primarily due to (i) net capital allocation-based losses and (ii) net losses from investment activities, partially offset by (i) a higher level of management fees and (ii) a reversal of previously recognized accrued carried interest compensation, as described above. 148
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Consolidated Results of Operations (GAAP Basis)
The following is a discussion of our consolidated results of operations for the years endedDecember 31, 2021 and 2020. You should read this discussion in conjunction with the financial statements and related notes included elsewhere in this report. See also "-Business Environment" for more information about factors that may affect our business, financial performance, operating results and valuations. Years Ended December 31, December 31, 2021 2020 Change ($ in thousands) Revenues Asset Management Fees and Other$ 2,850,154 $ 2,006,791 $ 843,363 Capital Allocation-Based Income (Loss) 6,842,414 2,224,100 4,618,314 9,692,568 4,230,891 5,461,677 Insurance Net Premiums 2,226,078 - 2,226,078 Policy Fees 1,147,913 - 1,147,913 Net Investment Income 2,845,623 - 2,845,623 Net Investment-Related Gains (Losses) 203,753 - 203,753 Other Income 120,213 - 120,213 6,543,580 - 6,543,580 Total Revenues 16,236,148 4,230,891 12,005,257 Expenses Asset Management Compensation and Benefits 4,428,743 2,152,490 2,276,253 Occupancy and Related Charges 69,084 72,100 (3,016) General, Administrative and Other 959,077 708,542 250,535 5,456,904 2,933,132 2,523,772
Insurance
Net Policy Benefits and Claims 5,055,709 - 5,055,709 Amortization of Policy Acquisition Costs (65,949) - (65,949) Interest Expense 61,661 - 61,661 Insurance Expenses 358,878 - 358,878 General, Administrative and Other 555,321 - 555,321 5,965,620 - 5,965,620 Total Expenses 11,422,524 2,933,132 8,489,392 Investment Income (Loss) - Asset Management Net Gains (Losses) from Investment Activities 7,720,923 3,642,804 4,078,119 Dividend Income 698,800 352,563 346,237 Interest Income 1,485,470 1,403,440 82,030 Interest Expense (1,070,368) (969,871) (100,497) Total Investment Income (Loss) 8,834,825 4,428,936 4,405,889 Income (Loss) Before Taxes 13,648,449 5,726,695 7,921,754 Income Tax Expense (Benefit) 1,353,270 609,097 744,173 149
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Table of Co n tents Years Ended December 31, December 31, 2021 2020 Change ($ in thousands) Net Income (Loss) 12,295,179 5,117,598 7,177,581 Net Income (Loss) Attributable to Redeemable Noncontrolling Interests 4,060 - 4,060 Net Income (Loss) Attributable to Noncontrolling Interests 7,624,643 3,115,089 4,509,554 Net Income (Loss) Attributable to KKR & Co. Inc. 4,666,476 2,002,509 2,663,967 Series A Preferred Stock Dividends 23,656 23,288 368 Series B Preferred Stock Dividends 12,991 10,076 2,915 Series C Mandatory Convertible Preferred Stock Dividends 69,000 23,191 45,809 Net Income (Loss) Attributable toKKR & Co. Inc. Common Stockholders$ 4,560,829 $
1,945,954
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Consolidated Results of Operations (GAAP Basis) - Asset Management
Revenues
For the years endedDecember 31, 2021 and 2020, revenues consisted of the following: Years Ended December 31, December 31, 2021 2020 Change ($ in thousands) Management Fees$ 1,301,975 $ 965,664 $ 336,311 Fee Credits (464,594) (299,415) (165,179) Transaction Fees 1,552,621 950,205 602,416 Monitoring Fees 134,472 127,907 6,565 Incentive Fees 55,701 10,404 45,297 Expense Reimbursements 178,572 149,522 29,050 Oil and Gas Revenue - 21,054 (21,054) Consulting Fees 91,407 81,450 9,957 Total Fees and Other 2,850,154 2,006,791 843,363 Carried Interest 5,388,354 1,719,527 3,668,827 General Partner Capital Interest 1,454,060 504,573 949,487 Total Capital Allocation-Based Income (Loss) 6,842,414 2,224,100 4,618,314 Total Revenues - Asset Management$ 9,692,568 $ 4,230,891 $ 5,461,677 Fees and Other
Total Fees and Other for the year ended
the year ended
transaction fees and management fees.
For a more detailed discussion of the factors that affected our transaction fees
during the period, see "-Analysis of Asset Management Segment Operating
Results."
The increase in management fees was primarily attributable to management fees earned from (i) North America Fund XIII, Global Infrastructure Investors IV, and Health Care Strategic Growth Fund II, all of which entered their investment periods in 2021 and (ii) Asian Fund IV, which entered its investment period in the third quarter of 2020. These increases were partially offset by a decrease in management fees earned from Asian Fund III, Americas Fund XII, and Global Infrastructure Investors III as a result of entering their post-investment periods in the third quarter of 2020, second quarter of 2021 and second quarter of 2021, respectively, with all three investment funds now earning fees based on capital invested rather than capital committed and at a lower fee rate forAsian Fund III and Americas Fund XII. Management fees due from consolidated investment funds and other vehicles are eliminated upon consolidation under GAAP. However, because these amounts are funded by, and earned from, noncontrolling interests, upon consolidation under GAAP, KKR's allocated share of the net income from the consolidated investment funds and other vehicles is increased by the amount of fees that are eliminated. Accordingly, net income (loss) attributable to KKR would be unchanged if such investment funds and other vehicles were not consolidated. For a more detailed discussion on the factors that affect our management fees during the period, see "-Analysis of Asset Management Segment Operating Results." Fee credits increased compared to the prior period as a result of a higher level of transaction fees in our Private Equity, Real Assets, and Credit and Liquid Strategies business lines. Fee credits owed to consolidated investment funds are eliminated upon consolidation under GAAP. However, because these amounts are owed to noncontrolling interests, upon consolidation under GAAP, KKR's allocated share of the net income from the consolidated investment funds is decreased by the amount of fee credits that are eliminated. Accordingly, net income (loss) attributable to KKR would be unchanged if such investment funds and other vehicles were not consolidated. Transaction and monitoring fees earned from KKR portfolio companies are not eliminated upon consolidation because those fees are earned from companies which are not consolidated. Furthermore, 151
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transaction fees earned in our Capital Markets business line are not shared with fund investors. Accordingly, certain transaction fees are reflected in revenues without a corresponding fee credit.
Capital Allocation-Based Income (Loss)
The increase in carried interest and general partner capital interest during the year endedDecember 31, 2021 compared to the prior period was due primarily to a higher level of net appreciation in the value of our investment portfolio as compared to the year endedDecember 31, 2020 . Capital Allocation-Based Income (Loss) for the year endedDecember 31, 2021 was positive primarily due to the net appreciation of the underlying investments at our carry-earning investment funds, most notably Americas Fund XII,Asian Fund III and North America Fund XI. Capital Allocation-Based Income (Loss) for the year endedDecember 31, 2020 was positive due to the net appreciation of the underlying investments at our carry-earning investment funds, most notably Americas Fund XII,Asian Fund III and North America Fund XI. KKR generally calculates the carried interest that would be due to KKR for each investment fund, pursuant to the fund agreements, as if the fair value of the underlying investments were realized as of the reporting date, irrespective of whether such amounts have been realized. Since the fair value of the underlying investments varies between reporting periods, it is necessary to make adjustments to the amounts recorded as carried interest to reflect either (a) positive performance resulting in an increase in the carried interest allocated to the general partner or (b) negative performance that would cause the amount due to KKR to be less than the amount previously recognized, resulting in a negative adjustment to carried interest allocated to the general partner. In each case, it is necessary to calculate the carried interest on cumulative results compared to the carried interest recorded to date and to make the required positive or negative adjustments.
Investment Income (Loss) - Asset Management
2021
The net gains from investment activities for the year ended
were comprised of net realized gains of
gains of
Investment gains and losses relating to our general partner capital interest in our unconsolidated funds are not reflected in our discussion and analysis ofNet Gains (Losses) from Investment Activities. Our economics associated with these gains and losses are reflected in Capital Allocation-Based Income (Loss) as described above. For a discussion and analysis of the investment gains or losses relating to the investments in our unconsolidated funds, see "-Analysis of Asset Management Segment Operating Results."
Realized Gains and Losses from Investment Activities
For the year endedDecember 31, 2021 , net realized gains related primarily to the sales of our investments held by KKR and certain consolidated funds, the most significant of which were inFanDuel Inc. , Mr. Cooper Group Inc., andDarktrace Limited . Partially offsetting these realized gains were realized losses, the most significant of which were realized losses from certain investments held in our consolidated credit funds and realized losses on certain hedging instruments.
Unrealized Gains and Losses from Investment Activities
For the year endedDecember 31, 2021 , net unrealized gains related primarily to mark-to-market gains from our investments held by KKR and certain consolidated funds, the most significant of which werePetVet Care Centers, LLC ,Heartland Dental LLC , andOutSystems Holdings S.A. Partially offsetting these unrealized gains were unrealized losses, the most significant of which are (i) the reversal of previously recognized unrealized gains relating to the realization activity described above and (ii) an unrealized loss on BridgeBio Pharma, Inc.
For a discussion of other factors that affected KKR's realized investment
income, see "-Analysis of Asset Management Segment Operating Results" and Note 5
"
financial statements.
2020
The net gains from investment activities for the year endedDecember 31, 2020 were comprised of net realized gains of$162.9 million and net unrealized gains of$3,479.9 million . 152
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Realized Gains and Losses from Investment Activities
For the year endedDecember 31, 2020 , net realized gains related primarily to (i) the sale of our investment inThe Hut Group Limited (LSE: THG), (ii) partial sales of our investment in Fiserv, Inc., and (iii) the sale of our investment in Ivalua SAS (technology sector). Partially offsetting these realized gains were realized losses primarily relating to (i) an$88.3 million impairment charge taken on one of our investments that is accounted for under the equity method of accounting, (ii) a realized loss on the partial sale of our investment inLCI Helicopters Limited (financial services sector) and (iii) the realization of losses on certain investments held through consolidated CLOs and alternative credit funds.
Unrealized Gains and Losses from Investment Activities
For the year endedDecember 31, 2020 , net unrealized gains were driven primarily by (i) mark-to-market gains in our growth equity and core investments held by KKR and certain consolidated entities, the most significant of which were BridgeBio Pharma, Inc.,FanDuel Inc. , andPetVet Care Centers, LLC . Partially offsetting these unrealized gains were unrealized losses relating to (i) the reversal of previously recognized unrealized gains relating to the realization activity described above, (ii) mark-to-market losses on our investment in Fiserv, Inc., which is held both in our funds and as a coinvestment by KKR, and (iii) mark-to-market losses on certain investments held through consolidated alternative credit and real estate funds.
For a discussion of other factors that affected KKR's realized investment
income, see "-Analysis of Asset Management Segment Operating Results" and Note 5
"
financial statements.
Dividend Income
During the year endedDecember 31, 2021 , the most significant dividends received included (i)$215.5 million from our consolidated real estate funds, (ii)$138.7 million from our investment inViridor Limited , and (iii)$70.9 million from our investment inArnott's Biscuits Limited . During the year endedDecember 31, 2020 , the most significant dividends received included$152.4 million from our consolidated real estate funds,$62.5 million from our investment in Fiserv, Inc. part of which is held as a co-investment by KKR, and$48.9 million from our investment inEpicor Software Corporation (technology sector). Significant dividends from portfolio companies and consolidated funds are generally not recurring quarterly dividends, and while they may occur in the future, their size and frequency are variable. For a discussion of other factors that affected KKR's dividend income, see "-Analysis of Asset Management Segment Operating Results." Interest Income The increase in interest income during the year endedDecember 31, 2021 compared to the year endedDecember 31, 2020 was primarily due to (i) a higher level of interest income from certain of our consolidated credit funds, primarily related to an increase in the amount of capital deployed, and (ii) the impact of closing additional CLOs that are consolidated subsequent toDecember 31, 2020 . Partially offsetting these increases was a lower level of reported interest income from investments at KREF as a result of the deconsolidation of KREF in the fourth quarter of 2021. For a discussion of other factors that affected KKR's interest income, see "-Analysis of Asset Management Segment Operating Results."
Interest Expense
The increase in interest expense during the year endedDecember 31, 2021 compared to the year endedDecember 31, 2020 was primarily due to (i) the impact of issuances of our senior notes, (ii) an increase in the amount of borrowings outstanding from the financing arrangements of consolidated investment funds and other vehicles, and (iii) the impact of closing additional CLOs that were consolidated subsequent toDecember 31, 2020 . Partially offsetting these increases was a lower level of reported interest expense on debt obligations at KREF as a result of the deconsolidation of KREF in the fourth quarter of 2021. For a discussion of other factors that affected KKR's interest expense, see "-Analysis of Non-GAAP Performance Measures." 153
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Expenses - Asset Management
Compensation and Benefits Expenses
The increase in compensation and benefits expenses during the year endedDecember 31, 2021 compared to the prior period was primarily due to (i) a higher level of accrued carried interest compensation resulting from a higher level of carried interest from the appreciation in the value of our investment portfolio in the current period, (ii) a higher level of accrued discretionary compensation and benefits resulting from a higher level of fee revenue, realized performance income and realized investment income in the current period, and (iii) a higher level of equity-based compensation.
General, Administrative and Other
The increase in general, administrative and other expenses during the year endedDecember 31, 2021 compared to the prior period was primarily due to (i) a higher level of expenses at our consolidated CLOs, investment funds and other vehicles, (ii) a higher level of broken-deal expenses, (iii) a higher level of expenses reimbursable by our investment funds, and (iv) placement fees incurred related to capital raising activities. The level of broken-deal expenses can vary significantly period to period based upon a number of factors, the most significant of which are the number of potential investments being pursued for our investment funds, the size and complexity of investments being pursued and the number of investment funds currently in their investment period. Also, in periods of significant fundraising and to the extent that we use third parties to assist in our capital raising efforts, our General, Administrative and Other may increase accordingly. Similarly, our General, Administrative and Other may increase as a result of professional and other fees incurred as part of due diligence related to strategic acquisitions and new product development.
Consolidated Results of Operations (GAAP Basis) - Insurance
For the year-ended
operations included in our consolidated results of operations are from the
acquisition date,
Assumption review
The assumptions on which reserves, deferred revenue and expenses are based are intended to represent an estimation of the benefits that are expected to be payable to, and fees or premiums that are expected to be collectible from, policyholders in future periods. GlobalAtlantic reviews the adequacy of its reserves, deferred revenue and expenses and the assumptions underlying those items at least annually, usually in the third quarter. As Global Atlantic analyzes its assumptions, to the extent Global Atlantic chooses to update one or more of those assumptions, there may be an "unlocking" impact. Generally, favorable unlocking means the change in assumptions required a reduction in reserves, or in deferred revenue liabilities or an increase in deferred expenses, and unfavorable unlocking means the change in assumptions required an increase in reserves or in deferred revenue liabilities, or a reduction in deferred expenses.
The following table reflects the impact on net income by financial statement
line item and to insurance segment adjusted operating earnings from Global
Atlantic's assumption review:
Year EndedDecember 31, 2021
($ in thousands)
Impacts of assumption review, by statement of income line item:
Policy fees
$ 182 Policy benefits and claims 20,904 Amortization of policy acquisition costs (2,119) Income tax impact (3,983) Total assumption review impact on net income $ 14,984
Assumption review impact on adjustments to derive insurance segment
adjusted operating earnings
(97) Noncontrolling interests' share of assumption review impact (5,734)
Total assumption review impact on insurance segment adjusted operating
earnings
$ 9,153 For the year endedDecember 31, 2021 , the net favorable unlocking impact on net income and insurance segment adjusted operating earnings was primarily due to favorable mortality experience. 154
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Revenues
For the year ended
Year Ended December 31, 2021 ($ in thousands) Net Premiums$ 2,226,078 Policy Fees 1,147,913 Net Investment Income 2,845,623 Net Investment-Related Gains 203,753 Other Income 120,213 Total Insurance Revenues$ 6,543,580 Net Premiums Net premiums were primarily driven by initial premiums related to new reinsurance transactions with life contingencies assumed during the year endedDecember 31, 2021 . These initial premiums were wholly offset by a comparable increase in policy reserves reported within policy benefits and claims (as discussed below).
Policy fees
Policy fees were primarily driven by cost of insurance, administrative, and
rider fees during the year ended
Net investment income
Net investment income was primarily driven by insurance segment investments and the effective book yield (as determined, in part, by the allocated fair value of the investment portfolio as determined as of the GA Acquisition onFebruary 1, 2021 ). Average insurance segment investments were primarily driven by net inflows of assets from the individual markets and institutional channels. In addition to the impact of higher asset balances, net investment income was also positively impacted by income from bond call and loan prepayment activity.
Net investment-related gains (losses)
The components of net investment-related gains (losses) were as follows:
Year Ended December 31, 2021 ($ in thousands) Equity index options $ 549,987 Funds withheld payable embedded derivatives 49,491 Funds withheld receivable embedded derivatives 31,740 Equity future contracts (263,637) Interest rate contracts (146,920) Foreign currency forwards 2,484 Credit risk contracts (400) Net gains on derivative instruments 222,745 Net other investment losses (18,992) Net investment-related gains $ 203,753
Net gains on derivative instruments
The increase in the fair value of equity index options were primarily driven by the performance of the indexes upon which call options are based. GlobalAtlantic purchases equity index options to hedge the market risk of embedded derivatives in indexed universal life and fixed-indexed annuity products (the change for which is accounted for in policy benefits and claims). The majority of Global Atlantic's equity index call options are based on the S&P 500 Index, which increased during the year endedDecember 31, 2021 . 155
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The decrease in the fair value of equity futures and interest rate contracts were driven primarily by the performance of equity markets and interest rates. GlobalAtlantic purchases equity futures primarily to hedge the market risk in our variable annuity products which are accounted for in policy benefits and claims. The majority of Global Atlantic's equity futures are based on the S&P 500 Index, which increased during the year endedDecember 31, 2021 , resulting in a loss on equity futures contracts. Market interest rates increased during the year endedDecember 31, 2021 , resulting in a loss on interest rate contracts.
The increase in the fair value of embedded derivatives on funds withheld at
interest payable and receivable were primarily driven by the change in fair
value of the underlying investments in the respective funds withheld at interest
payable and receivable portfolios.
Net other investment losses
The components of net other investment losses were as follows:
Year EndedDecember 31, 2021 ($ in thousands)
Realized gains (losses) on investments not supporting asset-liability matching
strategies
$ 527,788
Realized gains (losses) on available-for-sale fixed maturity debt securities
(201,411) Credit loss allowances (249,338)
Unrealized gains (losses) on fixed maturity securities classified as trading
(118,714)
Unrealized gains (losses) on investments classified as trading or accounted under
a fair-value option
39,758
Unrealized gains (losses) on real estate investments recognized at fair value
under investment company accounting
35,418
Realized gains (losses) on funds withheld at interest payable portfolio
(30,015)
Realized gains (losses) on funds withheld at interest receivable portfolio
12,418 Other (34,896) Net other investment losses $ (18,992) Net other investment losses for the year endedDecember 31, 2021 were primarily due to (i) the recognition of a credit loan loss allowances as a result of the application of the current expected credit loss accounting standard adopted concurrent with the GA Acquisition, (ii) losses on the sale of available-for-sale ("AFS") securities as a result of portfolio rotation strategies, and (iii) net unrealized losses on trading fixed maturity securities underlying a portion of the funds withheld payable at interest portfolio due to an increase in market interest rates. These losses were almost wholly offset by realized gains (losses) on investments not supporting asset-liability matching strategies, including in particular a gain from the disposition ofOrigis USA, LLC . Other income
Other income is mainly driven by expense allowances on ceded reinsurance,
administration, management fees and distribution fees.
Expenses
Policy benefits and claims
Policy benefits and claims were primarily driven by (i) initial reserves related to new reinsurance transactions with life contingencies during the year endedDecember 31, 2021 , (ii) an increase in the value of embedded derivatives in Global Atlantic's indexed universal life and fixed indexed annuity products, as a result of higher equity market returns (as discussed above under "Revenues-Net gains on derivative instruments," Global Atlantic purchases equity index options in order to hedge this risk, the fair value changes of which are accounted for in gains on derivative instruments, and generally offsetting the change in embedded derivative fair value reported in policy benefits and claims), and (iii) an increase in net flows in the institutional and individual channels, all offset by a decrease in variable annuity reserves primarily due to higher equity market returns and market interest rates. 156
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Amortization of policy acquisition costs
Amortization of policy acquisition costs during the year endedDecember 31, 2021 was primarily driven by the amortization of insurance intangibles recognized as part of purchase accounting of the Global Atlantic acquisition. Amortization is negative (that is, a reduction to expense) as a result of the net negative value-of-business-acquired insurance intangible recognized as part of the aforementioned purchase accounting.
Interest expense
Interest expense for the year endedDecember 31, 2021 reflects a net increase in debt outstanding due to the issuance of new senior and subordinated notes which was partially offset by the pay-down of other debt, and the favorable impact to interest expense as a result of the lower average coupon due on new debt added at lower interest rates. Insurance expenses
Insurance expenses were primarily driven by (i) commission expense related to
sales, and (ii) reinsurance ceding expense allowances paid for policy
administration services during the year ended
General, administrative and other
General, administrative and other expenses were driven primarily by (i) employee compensation and benefits related expenses, (ii) TPA policy servicing fees, (iii) technology hardware and software related charges, and (iv) professional fees during the year endedDecember 31, 2021 .
Other Consolidated Results of Operations (GAAP Basis)
Income Tax Expense (Benefit)
For the year endedDecember 31, 2021 , income tax expense was$1,353.3 million compared to$609.1 million in the prior period. The increase in the income tax expense was primarily due to (i) a higher level of fees, capital allocation-based income and investment income as described above earned from asset management operations and (ii) the inclusion of income taxes relating to Global Atlantic's insurance operations. Our effective tax rate under GAAP for the year endedDecember 31, 2021 was 9.9%. For a discussion of factors that impacted KKR's tax provision, see Note 19 "Income Taxes" in our financial statements. The amount ofU.S. federal and state corporate income taxes we pay in future periods may be materially increased if adverse tax laws become enacted. See also "-Business Environment-Economic and Market Conditions" in this report.
Net Income (Loss) Attributable to Noncontrolling Interests
Net Income (Loss) attributable to noncontrolling interests for the year endedDecember 31, 2021 relates primarily to net income (loss) attributable to (i) interests ofKKR Holdings and other exchangeable securities representing ownership interests inKKR Group Partnership , (ii) third-party limited partner interests in consolidated investment funds and (iii) interests that co-investors and rollover investors hold in Global Atlantic. Net income (loss) attributable to noncontrolling interests for the year endedDecember 31, 2021 increased compared to the prior period primarily due to a higher level of net income generated during the year endedDecember 31, 2021 , allocable to the holders of the noncontrolling interests.
Net Income (Loss) Attributable to
Net Income (loss) attributable toKKR & Co. Inc. for the year endedDecember 31, 2021 increased compared to the prior period primarily due to (i) a higher level of net gains from investment activities, capital allocation-based income, and fees earned from asset management operations during the year endedDecember 31, 2021 as described above and (ii) the acquisition of Global Atlantic, which was completed inFebruary 2021 . These increases were partially offset by accrued carried interest compensation and income tax expense, each as described above. 157
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Condensed Consolidated Statements of Financial Condition (GAAP Basis)
The following table provides our condensed consolidated statements of financial
condition on a GAAP basis as of
(Amounts in thousands, except per share amounts) As of As of December 31, 2022 December 31, 2021 Assets Asset Management Cash and Cash Equivalents$ 6,705,325 $ 6,699,668 Investments 92,375,463 88,775,514 Other Assets 7,114,360 4,244,894 106,195,148 99,720,076 Insurance Cash and Cash Equivalents 6,118,231 3,391,934 Investments 124,199,176 123,763,675 Other Assets 40,564,636 37,409,755 170,882,043 164,565,364 Total Assets $ 277,077,191 $ 264,285,440 Liabilities and Equity Asset Management Debt Obligations$ 40,598,613 $ 36,669,755 Other Liabilities 6,937,832 8,359,619 47,536,445 45,029,374 Insurance Debt Obligations 2,128,166 1,908,006 Other Liabilities 173,753,695 159,208,840 175,881,861 161,116,846 Total Liabilities$ 223,418,306 $ 206,146,220 Redeemable Noncontrolling Interests 152,065 82,491
Stockholders' Equity
Stockholders' Equity - Series C Mandatory Convertible
Preferred Stock
1,115,792 1,115,792 Stockholders' Equity - Common Stock 16,613,028 16,466,372 Noncontrolling Interests 35,778,000 40,474,565 Total Equity 53,506,820 58,056,729 Total Liabilities and Equity $
277,077,191
Per Outstanding Share of Common Stock
$ 19.29 $ 27.64KKR & Co. Inc. Stockholders' Equity - Common Stock per Outstanding Share of Common Stock was$19.29 as ofDecember 31, 2022 , down from$27.64 as ofDecember 31, 2021 . The decrease was primarily due to the (i) unrealized losses on available-for-sale-securities from Global Atlantic that are recorded in other comprehensive income, (ii) dividends to common stockholders, and (iii) a net loss attributable toKKR & Co. Inc. common stockholders during the year endedDecember 31, 2022 . 158
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Consolidated Statements of Cash Flows (GAAP Basis)
The following is a discussion of our consolidated cash flows for the years endedDecember 31, 2022 and 2021. You should read this discussion in conjunction with the financial statements and related notes included elsewhere in this report. The consolidated statements of cash flows include the cash flows of our consolidated entities, which include certain consolidated investment funds, CLOs and certain variable interest entities formed by Global Atlantic notwithstanding the fact that we may hold only a minority economic interest in those investment funds and CFEs. The assets of our consolidated investment funds and CFEs, on a gross basis, can be substantially larger than the assets of our business and, accordingly, could have a substantial effect on the cash flows reflected in our consolidated statements of cash flows. The primary cash flow activities of our consolidated funds and CFEs involve: (i) capital contributions from fund investors; (ii) using the capital of fund investors to make investments; (iii) financing certain investments with indebtedness; (iv) generating cash flows through the realization of investments; and (v) distributing cash flows from the realization of investments to fund investors. Because our consolidated funds are treated as investment companies for accounting purposes, certain of these cash flow amounts are included in our cash flows from operations.
Net Cash Provided (Used) by Operating Activities
Our net cash provided (used) by operating activities was$(5.3) billion and$(7.2) billion during the years endedDecember 31, 2022 and 2021, respectively. These amounts primarily included: (i) investments purchased (asset management), net of proceeds from investments (asset management) of$(10.4) billion and$(10.6) billion during the years endedDecember 31, 2022 and 2021, respectively, (ii) net realized gains (losses) on asset management investments of$1.3 billion and$2.4 billion during the years endedDecember 31, 2022 and 2021, respectively, (iii) change in unrealized gains (losses) on investments (asset management) of$(3.0) billion and$5.3 billion during the years endedDecember 31, 2022 and 2021, respectively, (iv) capital allocation-based income (loss) of$(2.5) billion and$6.8 billion during the years endedDecember 31, 2022 and 2021, respectively, and (v) net realized gains (losses) on insurance operations of$(1.0) billion and$(0.9) billion during the years endedDecember 31, 2022 and 2021, respectively. Investment funds are investment companies under GAAP and reflect their investments and other financial instruments at fair value.
Net Cash Provided (Used) by Investing Activities
Our net cash provided (used) by investing activities was$(13.6) billion and$(9.6) billion during the years endedDecember 31, 2022 and 2021, respectively. Our investing activities included: (i) investments purchased (insurance), net of proceeds from investments (insurance), of$(11.8) billion and$(9.1) billion during the years endedDecember 31, 2022 and 2021, respectively, (ii) acquisitions, net of cash acquired, of$(1.7) billion and$(473.8) million during the years endedDecember 31, 2022 and 2021, respectively, and (iii) the purchase of fixed assets of$(85.1) million and$(102.0) million during the years endedDecember 31, 2022 and 2021, respectively.
Net Cash Provided (Used) by Financing Activities
Our net cash provided (used) by financing activities was$22.1 billion and$20.4 billion during the years endedDecember 31, 2022 and 2021, respectively. Our financing activities primarily included: (i) contributions by, net of distributions to, our noncontrolling and redeemable noncontrolling interests of$6.6 billion and$6.4 billion during the years endedDecember 31, 2022 and 2021, respectively, (ii) proceeds received, net of repayment of debt obligations, of$6.5 billion and$8.9 billion during the years endedDecember 31, 2022 and 2021, respectively, (iii) additions to, net of withdrawals from, contractholder deposit funds of$9.3 billion and$5.9 billion during years endedDecember 31, 2022 and 2021, respectively, (iv) common stock dividends of$(444.3) million and$(331.4) million during the years endedDecember 31, 2022 and 2021, respectively, (v) net delivery of common stock of$(65.7) million and$(166.8) million during the years endedDecember 31, 2022 and 2021, respectively, (vi) repurchases of common stock of$(346.7) million and$(269.7) million during the years endedDecember 31, 2022 and 2021, respectively, (vii) Series A and B Preferred Stock dividends of$(19.2) million during the year endedDecember 31, 2021 , (viii) Series C Mandatory Convertible Preferred Stock dividends of$(69.0) million during each of the years endedDecember 31, 2022 and 2021, and (ix) private placement share issuance of$38.5 million during year endedDecember 31, 2021 . 159
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Analysis of Segment Operating Results
The following is a discussion of the results of our business on a segment basis for the years endedDecember 31, 2022 , 2021, and 2020. You should read this discussion in conjunction with the information included under "-Key Segment and Non-GAAP Performance Measures" and the financial statements and related notes included elsewhere in this report. See "-Business Environment" for more information about factors that may impact our business, financial performance, operating results and valuations. For the year endedDecember 31, 2021 , the results of our insurance segment are fromFebruary 1, 2021 (closing date of the GA Acquisition) throughDecember 31, 2021 .
Analysis of Asset Management Segment Operating Results
The following tables set forth information regarding KKR's asset management
segment operating results and certain key capital metrics as of and for the
years ended
Years Ended December 31, December 31, 2022 2021 Change ($ in thousands) Management Fees$ 2,656,487 $ 2,071,440 $ 585,047 Transaction and Monitoring Fees, Net 775,933 1,004,241 (228,308) Fee Related Performance Revenues 90,665 45,852 44,813 Fee Related Compensation (769,735) (702,387) (67,348) Other Operating Expenses (585,999) (449,155) (136,844) Fee Related Earnings 2,167,351 1,969,991 197,360 Realized Performance Income 2,176,658 2,141,596 35,062 Realized Performance Income Compensation (1,333,526) (1,239,177) (94,349) Realized Investment Income 1,134,419 1,613,244 (478,825) Realized Investment Income Compensation (159,003) (241,994) 82,991
Asset Management Segment Operating Earnings
4,243,660$ (257,761) Management Fees
The following table presents management fees by business line:
Years Ended December 31, 2022 December 31, 2021 Change ($ in thousands) Management Fees Private Equity$ 1,188,463 $ 967,038$ 221,425 Real Assets 679,890 437,102 242,788 Credit and Liquid Strategies 788,134 667,300 120,834 Total Management Fees$ 2,656,487 $ 2,071,440 $ 585,047 The increase in Private Equity business line management fees was primarily attributable to a higher level of management fees earned fromNorth America Fund XIII and European Fund VI. The increase was partially offset by a decrease in management fees earned fromEuropean Fund V and Americas Fund XII as a result of entering their post-investment periods and, consequently, we now earn fees based on capital invested rather than capital committed and at a lower fee rate. During the fourth quarter of 2022, approximately$11 million of management fees were earned on new capital raised that is retroactive to the start of the fund's investment period. 160
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The increase in Real Assets business line management fees was primarily due to (i) a higher level of management fees earned from Global Infrastructure Investors IV, (ii) an increase in management fees earned from Global Atlantic and (iii) management fees earned on assets managed by KJRM, which we acquired in 2022. These increases were partially offset by a decrease in management fees earned from (i) Real Estate Partners Americas II as a result of a decline in capital invested from investment realizations (of which this investment fund's fee base is invested capital) and (ii) Global Infrastructure Investors III as a result of entering its post-investment period and, consequently, we now earn fees based on capital invested rather than capital committed. The increase in Credit and Liquid Strategies business line management fees was primarily attributable to (i) an increase in management fees earned from GlobalAtlantic and (ii) a higher level of management fees earned from FS KKR Capital Corp. ("FSK"), our business development company.
Transaction and Monitoring Fees, Net
The following table presents transaction and monitoring fees, net by business line: Years Ended December 31, December 31, 2022 2021 Change ($ in thousands) Transaction and Monitoring Fees, Net Private Equity$ 120,410 $ 122,478 $ (2,068) Real Assets 33,202 20,687 12,515 Credit and Liquid Strategies 22,018 14,181 7,837 Capital Markets 600,303 846,895 (246,592)
Total Transaction and Monitoring Fees, Net
OurCapital Markets business line earns transaction fees, which are not shared with fund investors. The decrease in capital markets transaction fees was primarily due to a decrease in the number of capital markets transactions for the year endedDecember 31, 2022 , compared to the year endedDecember 31, 2021 . Overall, we completed 240 capital markets transactions for the year endedDecember 31, 2022 , of which 29 represented equity offerings and 211 represented debt offerings, as compared to 358 transactions for the year endedDecember 31, 2021 , of which 60 represented equity offerings and 298 represented debt offerings. We earned fees in connection with underwriting, syndication and other capital markets services. While each of the capital markets transactions that we undertake in this business line is separately negotiated, our fee rates are generally higher with respect to underwriting or syndicating equity offerings than with respect to debt offerings, and the amount of fees that we earn for similar transactions generally correlates with overall transaction sizes. Our capital markets fees are generated in connection with activity involving our private equity, real assets and credit funds as well as from third-party companies. For the year endedDecember 31, 2022 , approximately 14% of our transaction fees in our Capital Markets business line were earned from unaffiliated third parties as compared to approximately 23% for the year endedDecember 31, 2021 . Our transaction fees are comprised of fees earned fromNorth America ,Europe , and theAsia-Pacific region . For the year endedDecember 31, 2022 , approximately 46% of our transaction fees were generated outside ofNorth America as compared to approximately 38% for the year endedDecember 31, 2021 . OurCapital Markets business line is dependent on the overall capital markets environment, which is influenced by equity prices, credit spreads, and volatility. OurCapital Markets business line does not generate monitoring fees. Our Private Equity, Real Assets and Credit and Liquid Strategies business lines separately earn transaction and monitoring fees from portfolio companies, and under the terms of the management agreements with certain of our investment funds, we are generally required to share all or a portion of such fees with our fund investors. Additionally, transaction fees are generally not earned with respect to energy and real estate investments. The decrease in our Private Equity business line transaction and monitoring fees, net, was primarily attributable to a lower average transaction fee earned in 2022. During the year endedDecember 31, 2022 , there were 77 transaction fee-generating investments that paid an average fee of$5.3 million compared to 76 transaction fee-generating investments that paid an average fee of$5.5 million during the year endedDecember 31, 2021 . For the year endedDecember 31, 2022 , approximately 46% of Private Equity transaction fees were paid by companies inNorth America , 31% were paid from companies in theAsia-Pacific region , and 23% were paid from companies inEurope . Transaction fees vary by investment based upon a number of factors, the most significant of which are transaction size, the amount of the fees as set forth in the transaction agreements, the complexity of the transaction, and KKR's role in the transaction. 161
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Fee Related Performance Revenues
The following table presents fee related performance revenues by business line: Years Ended December 31, 2022 December 31, 2021 Change ($ in thousands) Fee Related Performance Revenues Private Equity $ - $ - $ - Real Assets 51,183 9,068 42,115 Credit and Liquid Strategies 39,482 36,784 2,698 Total Fee Related Performance Revenues $ 90,665 $ 45,852$ 44,813 Fee related performance revenues represent performance fees that are (i) expected to be received from our investment funds, vehicles and accounts on a recurring basis, and (ii) not dependent on a realization event involving investments held by the investment fund, vehicle or account. These performance fees are primarily earned from FSK (our business development company), KKR Property Partners Americas ("KPPA") (our open-ended core plus real estate fund), KREST (our registered closed-end real estate equity fund), KREF (our real estate credit investment trust), and KJRM (our Japanese real estate investment trust asset manager). Fee related performance revenues were higher for the year endedDecember 31, 2022 compared to the prior period primarily due to performance revenues earned from KPPA and KJRM in the current period.
Fee Related Compensation
The increase in fee related compensation for the year endedDecember 31, 2022 compared to the prior period was primarily due to a higher level of compensation recorded in connection with the higher level of revenues included within fee related earnings. Other Operating Expenses The increase in other operating expenses for the year endedDecember 31, 2022 compared to the prior period was primarily due to (i) a higher level of professional fees, information technology and other administrative costs in connection with the growth of the firm and (ii) an increase in travel related expenses as a result of a return of travel activity to pre-COVID-19 pandemic levels. Fee Related Earnings The increase in fee related earnings for the year endedDecember 31, 2022 compared to the prior period is primarily due to a higher level of management fees from our Private Equity, Real Assets, and Credit and Liquid Strategies business lines and a higher level of fee related performance revenues, partially offset by a lower level of transaction and monitoring fees, net, and a higher level of fee related compensation and other operating expenses, as described above. Realized Performance Income
The following table presents realized performance income by business line:
Years Ended December 31, 2022 December 31, 2021 Change ($ in thousands) Realized Performance Income Private Equity$ 1,903,580 $ 1,678,753 $ 224,827 Real Assets 113,465 97,312 16,153 Credit and Liquid Strategies 159,613
365,531 (205,918)
Total Realized Performance Income
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Table of Co n tents Years Ended December 31, December 31, 2022 2021 Change ($ in thousands) Private Equity North America Fund XI$ 932,428 $ 433,708 $ 498,720 Core Investment Vehicles 262,219 80,937 181,282 2006 Fund 231,689 219,737 11,952 Americas Fund XII 197,023 207,559 (10,536) Asian Fund III 104,601 387,863 (283,262) European Fund IV 86,233 186,476 (100,243) Co-Investment Vehicles and Other 55,868 90,305 (34,437) Next Generation Technology Growth Fund - 32,544 (32,544) European Fund III - 353 (353) Total Realized Carried Interest (1) 1,870,061 1,639,482 230,579 Incentive Fees 33,519 39,271 (5,752) Total Realized Performance Income$ 1,903,580 $ 1,678,753 $ 224,827 Years Ended December 31, 2022 December 31, 2021 Change ($ in thousands) Real Assets Real Estate Partners Americas II $ 95,772 $ -$ 95,772 Global Infrastructure Investors II 17,693 72,862 (55,169) Real Estate Partners Europe - 18,200 (18,200) Co-Investment Vehicles and Other - 3,283 (3,283) Global Infrastructure Investors -
2,967 (2,967)
Total Realized Carried Interest (1) 113,465
97,312 16,153
Incentive Fees - - -
Total Realized Performance Income $ 113,465 $
97,312$ 16,153 Years Ended December 31, December 31, 2022 2021 Change ($ in thousands) Credit and Liquid Strategies Alternative Credit and Other Funds$ 10,334 $ 15,336 $ (5,002) Total Realized Carried Interest (1) 10,334 15,336 (5,002) Incentive Fees 149,279 350,195 (200,916) Total Realized Performance Income$ 159,613 $
365,531
(1)The above tables exclude any funds for which there was no realized carried
interest during both of the periods presented.
Realized performance income includes (i) realized carried interest from our
carry-earning funds and (ii) incentive fees not included in Fee Related
Performance Revenues.
Realized carried interest in our Private Equity business line for the year endedDecember 31, 2022 consisted primarily of realized proceeds from the sales of our investments inInternet Brands, Inc. (technology sector) andCHI Overhead Doors, Inc. (manufacturing sector) held by North America Fund XI, Fiserv, Inc. held by 2006 Fund, and performance income from our core investment vehicles. 163
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Realized carried interest in our Private Equity business line for the year endedDecember 31, 2021 consisted primarily of realized proceeds from the sales of our investments inKokusai Electric Corporation (manufacturing sector),The Bountiful Company (consumer products sector), Ingersoll Rand Inc. (NYSE: IR), Academy Sports & Outdoors Inc. (NASDAQ: ASO), and Endeavor Group Holdings, Inc. (NASDAQ: EDR). Realized carried interest in our Real Assets business line for the year endedDecember 31, 2022 consisted primarily of realized proceeds from dividends received and sales of various investments held by Real Estate Partners Americas II. Realized carried interest in our Real Assets business line for the year endedDecember 31, 2021 consisted primarily of realized proceeds from (i) the sale of our infrastructure investments,Calisen PLC (LSE: CLSN LN) andTelxius Telecom S.A.U. (Infrastructure: telecommunications infrastructure sector) and (ii) dividends received from and sales of various investments held by Real Estate Partners Europe.
Incentive fees consist of performance fees earned from (i) our hedge fund
partnerships, (ii) investment management agreements with KKR sponsored
investment vehicles, and (iii) investment management agreements to provide KKR's
investment strategies to funds managed by a
Incentive fees in our Private Equity business line decreased for the year endedDecember 31, 2022 compared to the prior period as a result of a lower level of incentive fees being earned from assets we manage under a sub-advisory agreement with aUK investment fund manager in 2022. Incentive fees in our Credit and Liquid Strategies business line decreased for the year endedDecember 31, 2022 compared to the prior period primarily as a result of a lower level of performance fees earned from our hedge fund partnership,Marshall Wace .
Realized Performance Income Compensation
The increase in realized performance income compensation for the year ended
level of compensation recorded in connection with the higher level of realized
performance income.
Realized Investment Income The following table presents realized investment income from our Principal Activities business line: Years Ended December 31, 2022 December 31, 2021 Change ($ in thousands) Realized Investment Income Net Realized Gains (Losses) $ 530,284$ 1,199,414 $ (669,130) Interest Income and Dividends 604,135
413,830 190,305
Total Realized Investment Income
The decrease in realized investment income is primarily due to a lower level of net realized gains, partially offset by a higher level of interest income and dividends. The amount of realized investment income depends on the transaction activity of our funds and our subsidiaries, which can vary from period to period. For the year endedDecember 31, 2022 , net realized gains were comprised of realized gains primarily from the sale of our investments in Fiserv, Inc.,Internet Brands, Inc. ,Viridor Limited , andCHI Overhead Doors, Inc. Partially offsetting these realized gains were realized losses, the most significant of which were (i) a realized loss on our alternative credit investment,Hilding Anders International AB (consumer products sector), (ii) a realized loss onMagneti Marelli CK Holdings , and (iii) realized losses from the sales of various revolving credit facilities. For the year endedDecember 31, 2021 , net realized gains were comprised of realized gains primarily from the sale of our investments inFanDuel Inc. , Mr. Cooper Group Inc., Fiserv, Inc.,The Bountiful Company , and BridgeBio Pharma Inc. Partially offsetting these realized gains were realized losses, the most significant of which were realized losses on certain hedging instruments. 164
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For the year endedDecember 31, 2022 , interest income and dividends were comprised of (i)$362.6 million of dividend income primarily from levered multi-asset investment vehicles, our investments inExact Holdings B.V. ,Internet Brands, Inc. andPembina Gas Infrastructure Inc. (midstream sector), and our real estate investments, including our investment in KPPA and KREF, and (ii)$241.5 million of interest income primarily from our investments in CLOs. For the year endedDecember 31, 2021 , interest income and dividends were comprised of (i)$261.3 million of dividend income primarily from our real estate investments, including our investment in KREF, as well as our investments inViridor Limited ,Kokusai Electric Corporation , andArnott's Biscuits Limited and (ii)$152.5 million of interest income primarily from our investments in CLOs and, to a lesser extent, our other credit investments. See "-Analysis of Non-GAAP Performance Measures-Non-GAAP Balance Sheet Measures." We expect realized performance income and realized investment income to be greater than$250 million in the first quarter of 2023 relating to realized carried interest and realized investment income from completed, or signed and expected to be completed sales, partial sales or secondary sales subsequent toDecember 31, 2022 with respect to certain private equity portfolio companies and other investments. Some of these transactions are not complete, and are subject to the satisfaction of closing conditions, including, but not limited, to regulatory approvals; there can be no assurance if or when any of these transactions will be completed. For the year endedDecember 31, 2022 , total fees attributable to KKR Capstone were$86.7 million and total expenses attributable to KKR Capstone were$81.7 million . For KKR Capstone-related adjustments in reconciling asset management segment revenues to GAAP revenues see "-Analysis of Non-GAAP Performance Measures-Reconciliations to GAAP Measures".
Realized Investment Income Compensation
The decrease in realized investment income compensation for the year ended
of compensation recorded in connection with the lower level of realized
investment income.
Other Operating and Capital Metrics
The following table presents certain key operating and capital metrics as of
As of December 31, 2022 December 31, 2021 Change ($ in millions) Assets Under Management $ 503,897 $ 470,555$ 33,342 Fee Paying Assets Under Management $ 411,923 $ 357,389$ 54,534 Uncalled Commitments $ 107,679 $ 111,822$ (4,143) The following table presents one of our key capital metrics for the year endedDecember 31, 2022 and 2021: Years Ended December 31, 2022 December 31, 2021 Change ($ in millions) Capital Invested $ 71,411 $ 73,318$ (1,907) 165
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Table of Co n tents Assets Under Management Private Equity
The following table reflects the changes in the AUM of our Private Equity
business line from
($ in millions) December 31, 2021$ 173,745 New Capital Raised 18,087 Distributions and Other (16,171) Change in Value (10,514) December 31, 2022$ 165,147
AUM of our Private Equity business line was
a decrease of
The decrease was primarily attributable to (i) distributions to fund investors primarily as a result of realized proceeds, most notably fromNorth America Fund XI, 2006 Fund, and Americas Fund XII, (ii) the liquidation ofKKR Acquisition Holdings I , our special purpose acquisition company, and (iii) a decrease in investment value from Americas Fund XII, Asian Fund III, and Asian Fund II. Partially offsetting these decreases was new capital raised fromEuropean Fund VI, a new strategic investor partnership investing across multi-strategies, and Next Generation Technology Growth Fund III. For the year endedDecember 31, 2022 , the value of our traditional private equity investment portfolio decreased by 14%. This was comprised of a 57% decrease in share prices of various publicly held investments and a 1% decrease in value of our privately held investments. For the year endedDecember 31, 2022 , the value of our growth equity investment portfolio decreased 11% and our core private equity investment portfolio increased 7%. The most significant decreases in share prices of our publicly held investments were decreases in AppLovin Corporation (NASDAQ: APP), Max Healthcare Institute Limited (NSE: MAXHEALTH), andGoTo Gojek Tokopedia PT Tbk (IDX: GOTO). These decreases were partially offset by increases in share prices of other publicly held investments, the most significant of which were Hensoldt AG (FRA: HAG) and KnowBe4, Inc. (NASDAQ: KNBE). The prices of publicly held companies may experience volatile changes following the reporting period. See "-Business Environment" for more information about the factors, such as volatility, that may impact our business, financial performance, operating results and valuations. The most significant decreases in the value of our privately held investments were decreases inKokusai Electric Corporation ,OneStream Software, LLC (technology sector), andUnzer GmbH (financial services sector). These decreases in value on our privately held investments were partially offset by increases in the value of certain other privately held investments, the most significant of which wereCHI Overhead Doors, Inc. ,ERM Worldwide Group Limited , andInternet Brands, Inc. The decreased valuations of individual companies in our privately held investments, in the aggregate, generally related to (i) an unfavorable business outlook and (ii) a decrease in the value of market comparables, both influenced by the economic outlook and overall market environment. The increased valuations of individual companies in our privately held investments, in the aggregate, generally related to (i) individual company performance, (ii) with respect toCHI Overhead Doors, Inc. , an increase in valuation reflecting an agreement to exit the investment, which was executed in the period, and (iii) with respect toInternet Brands, Inc. an increase in valuation driven by a partial sale transaction, which was executed in the period. See "-Business Environment" for more information about the factors, that may impact our business, financial performance, operating results and valuations 166
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Real Assets
The following table reflects the changes in the AUM of our Real Assets business
line from
($ in millions) December 31, 2021 $ 83,303 New Capital Raised 29,244 Acquisitions and Other(1) 13,779 Distributions and Other (6,369) Change in Value (1,365) December 31, 2022$ 118,592
(1)Reflects the AUM of KJRM at closing of
adjustment reflecting a change in the fee base of Global Atlantic's management
fees from market value to book value.
AUM of our Real Assets business line was
increase of
The increase was primarily attributable to (i) assets managed by KJRM, which we acquired in 2022, and (ii) new capital raised from Global Atlantic,Asia Pacific Infrastructure Investors II and our open-ended core infrastructure fund,Diversified Core Infrastructure Fund . Partially offsetting these increases were payments to Global Atlantic policyholders and distributions to fund investors as a result of realized proceeds, most notably fromGlobal Infrastructure Investors III and Real Estate Partners Americas II. The decrease in investment value was due to the impact of the (i) decline in the value of the Japanese yen associated with assets managed by KJRM and the decline in value of our real estate credit portfolio partially offset by the increase in value across our energy, infrastructure and opportunistic real estate equity investment portfolios. For the year endedDecember 31, 2022 , the value of our energy investment portfolio increased by 18%, the value of our infrastructure investment portfolio increased 5%, and the value of our opportunistic real estate equity investment portfolio increased by 3%. The most significant increases in the value of our privately held investments related to various assets held in our energy portfolio,Sempra Global, L.P. (Infrastructure: energy and energy transition sector), andViridor Limited . These increases in value were partially offset by decreases in value relating primarily toColonial Enterprises, Inc. (midstream sector) and various assets held in our opportunistic real estate equity investment portfolio. The increased valuations of individual companies or assets in our privately held investments, in the aggregate, generally related to individual company or asset performance. The decreased valuations of individual companies or assets in our privately held investments, in the aggregate, generally related to (i) a decrease in the value of market comparables and (ii) an unfavorable business outlook, both influenced by economic outlook and market environment. See "-Business Environment" for more information about the factors that may impact our business, financial performance, operating results and valuations. The most significant decrease in share prices of our publicly held investments was a decrease in First Gen Corporation (PM: FGEN). The prices of publicly held companies may experience volatile changes following the reporting period. See "-Business Environment" for more information about factors, such as volatility, that may impact our business, financial performance, operating results and valuations. 167
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Credit and Liquid Strategies
The following table reflects the changes in the AUM of our Credit and Liquid
Strategies business line from
($ in millions) December 31, 2021$ 213,507 New Capital Raised 33,883 Acquisitions and Other(1) 7,997 Distributions and Other (15,854) Redemptions (6,030) Change in Value (13,345) December 31, 2022$ 220,158
(1)Represents an adjustment reflecting a change in the fee base of Global
Atlantic's management fees from market value to book value.
AUM of our Credit and Liquid Strategies business line totaled$220.2 billion atDecember 31, 2022 , an increase of$6.7 billion compared to AUM of$213.5 billion atDecember 31, 2021 . The increase was primarily attributable to (i) new capital raised from GlobalAtlantic and various alternative and leveraged credit investment vehicles and (ii) the change in fee base for Global Atlantic's management fees from fair market value to book value. Partially offsetting these increases were (i) payments to Global Atlantic policyholders, (ii) redemptions at our hedge fund partnership,Marshall Wace , (iii) distributions to fund investors at certain alternative credit funds and (iv) a decline in investment value on the assets managed across our leveraged credit portfolio.
See also "-Business Environment" for more information about the factors that may
impact our business, financial performance, operating results and valuations.
Fee Paying Assets Under Management
Private Equity
The following table reflects the changes in the FPAUM of our Private Equity
business line from
($ in millions) December 31, 2021 $ 87,890 New Capital Raised 20,735 Distributions and Other (3,887) Net Changes in Fee Base of Certain Funds (1,573) Change in Value (904) December 31, 2022$ 102,261 FPAUM of our Private Equity business line was$102.3 billion atDecember 31, 2022 , an increase of$14.4 billion , compared to$87.9 billion atDecember 31, 2021 . The increase was primarily attributable to new capital raised fromEuropean Fund VI, Next Generation Technology Growth Fund III, and Global Impact Fund II. Partially offsetting this increase were decreases from (i) distributions to fund investors, primarily as a result of realized proceeds, most notably fromNorth America Fund XI and Asian Fund III, and (ii) a change in fee base for European Fund V as a result of entering its post-investment period, during which we earn fees on invested capital rather than committed capital. 168
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Uncalled capital commitments from private equity and multi-strategy investment funds from which KKR is currently not earning management fees amounted to approximately$18.6 billion atDecember 31, 2022 , which includes capital commitments reserved for follow-on investments for funds that have completed their investment periods. This capital will generally begin to earn management fees upon deployment of the capital or upon the commencement of the fund's investment period. The average annual management fee rate associated with this capital is approximately 1.0%. The date on which we begin to earn fees (as specified above) is not guaranteed to occur and may not occur for an extended period of time. If and when such management fees are earned, a portion of existing FPAUM may cease paying fees or pay lower fees, thus offsetting a portion of any new management fees earned.
Real Assets
The following table reflects the changes in the FPAUM of our Real Assets
business line from
($ in millions) December 31, 2021 $ 66,965 New Capital Raised 32,315 Acquisitions and Other(1) 13,779 Distributions and Other (4,685) Net Changes in Fee Base of Certain Funds (1,125) Change in Value (3,717) December 31, 2022$ 103,532 (1)Reflects the FPAUM of KJRM at closing of$12,730 million and represents an adjustment reflecting a change in the fee base of Global Atlantic's management fees from market value to book value.
FPAUM of our Real Assets business line was
an increase of
The increase was primarily attributable to (i) assets managed by KJRM, which we acquired in 2022, and (ii) new capital raised from Global Atlantic,Asia Pacific Infrastructure Investors II, andDiversified Core Infrastructure Fund . Partially offsetting these increases were (i) payments to Global Atlantic policyholders, (ii) a change in fee base forAsia Pacific Infrastructure Investors as a result of entering its post-investment period, during which we earn fees on invested capital rather than committed capital, and (iii) distributions to fund investors as a result of realized proceeds, most notably from Global Infrastructure Investors III. Uncalled capital commitments from real assets investment funds from which KKR is currently not earning management fees amounted to approximately$10.3 billion atDecember 31, 2022 , which includes capital commitments reserved for follow-on investments for funds that have completed their investment periods. This capital will generally begin to earn management fees upon deployment of the capital or upon the commencement of the fund's investment period. The average annual management fee rate associated with this capital is approximately 1.2%. The date on which we begin to earn fees (as specified above) is not guaranteed to occur and may not occur for an extended period of time. If and when such management fees are earned, a portion of existing FPAUM may cease paying fees or pay lower fees, thus offsetting a portion of any new management fees earned. 169
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Credit and Liquid Strategies
The following table reflects the changes in the FPAUM of our Credit and Liquid
Strategies business line from
($ in millions) December 31, 2021$ 202,534 New Capital Raised 29,430 Acquisitions and Other(1) 7,997 Distributions and Other (15,097) Redemptions (6,030) Change in Value (12,704) December 31, 2022$ 206,130
(1)Represents an adjustment reflecting a change in the fee base of Global
Atlantic's management fees from market value to book value.
FPAUM of our Credit and Liquid Strategies business line was$206.1 billion atDecember 31, 2022 , an increase of$3.6 billion compared to$202.5 billion atDecember 31, 2021 . The increase was primarily attributable to (i) new capital raised from GlobalAtlantic and various alternative and leveraged credit investment vehicles and (ii) the change in fee base for Global Atlantic's management fees from fair market value to book value. Partially offsetting these increases were (i) payments to Global Atlantic policyholders, (ii) redemptions at our hedge fund partnership,Marshall Wace , (iii) distributions to fund investors at certain alternative credit funds and (iv) a decline in investment value on the assets managed across our leveraged credit portfolio. Uncalled capital commitments from investment funds in our Credit and Liquid Strategies business line from which KKR is currently not earning management fees amounted to approximately$10.3 billion atDecember 31, 2022 . This capital will generally begin to earn management fees upon deployment of the capital or upon the commencement of the fund's investment period. The average annual management fee rate associated with this capital is approximately 0.7%. The date on which we begin to earn fees (as specified above) is not guaranteed to occur and may not occur for an extended period of time. If and when such management fees are earned, which will occur over an extended period of time, a portion of existing FPAUM may cease paying fees or pay lower fees, thus offsetting a portion of any new management fees earned.
See "-Business Environment" for more information about the factors that may
impact our business, financial performance, operating results and valuations.
Uncalled Commitments Private Equity As ofDecember 31, 2022 , our Private Equity business line had$65.9 billion of remaining uncalled capital commitments that could be called for investments in new transactions as compared to$66.3 billion as ofDecember 31, 2021 . The decrease was primarily attributable to capital called from fund investors to make investments during the period, which was partially offset by new capital commitments from fund investors.
Real Assets
As ofDecember 31, 2022 , our Real Assets business line had$27.5 billion of remaining uncalled capital commitments that could be called for investments in new transactions as compared to$35.2 billion as ofDecember 31, 2021 . The decrease was primarily attributable to capital called from fund investors to make investments during the period, which was partially offset by new capital commitments from fund investors.
Credit and Liquid Strategies
As ofDecember 31, 2022 , our Credit and Liquid Strategies business line had$14.3 billion of remaining uncalled capital commitments that could be called for investments in new transactions as compared to$10.3 billion as ofDecember 31, 2021 . The increase was primarily attributable to new commitments from fund investors, which was partially offset by capital called from fund investors to make investments during the period. 170
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Table of Co n tents Capital Invested Private Equity For the year endedDecember 31, 2022 ,$18.8 billion of capital was invested by our Private Equity business line, as compared to$17.6 billion for the year endedDecember 31, 2021 . The increase was driven primarily by a$2.4 billion increase in capital invested in our traditional private equity strategy, partially offset by a$1.5 billion decrease in capital invested in our core private equity strategy. During the year endedDecember 31, 2022 , 56% of capital deployed in private equity was in transactions inNorth America , 26% was in theAsia-Pacific region , and 18% was inEurope . The number of large private equity investments made in any quarterly or year-to-date period is volatile and, consequently, a significant amount of capital invested in one period or a few periods may not be indicative of a similar level of capital deployment in future periods. Real Assets For the year endedDecember 31, 2022 ,$27.8 billion of capital was invested by our Real Assets business line, as compared to$21.4 billion for the year endedDecember 31, 2021 . The increase was driven primarily by a$4.1 billion increase in capital invested in our infrastructure strategy and a$1.6 billion increase in capital invested in our real estate strategy. During the year endedDecember 31, 2022 , 69% of capital deployed in real assets was in transactions inNorth America , 23% was inEurope , and 8% was in theAsia-Pacific region . The number of large Real Asset investments made in any quarterly or year-to-date period is volatile and, consequently, a significant amount of capital invested in one period or a few periods may not be indicative of a similar level of capital deployment in future periods.
Credit and Liquid Strategies
For the year endedDecember 31, 2022 ,$24.7 billion of capital was invested by our Credit and Liquid Strategies business line, as compared to$34.4 billion for the year endedDecember 31, 2021 . The decrease was primarily due to a lower level of capital deployed across our direct lending and SIG strategies. During the year endedDecember 31, 2022 , 87% of capital deployed was in transactions inNorth America , 9% was inEurope , and 4% was in theAsia-Pacific region .
Analysis of Insurance Segment Operating Results
As discussed above, our insurance segment consists solely of the operations of Global Atlantic, which was acquired onFebruary 1, 2021 . For the year endedDecember 31, 2021 , the results of our insurance segment is from the acquisition date,February 1, 2021 , throughDecember 31, 2021 .
The following tables set forth information regarding KKR's insurance segment
operating results and certain key operating metrics as of and for the years
ended
Years Ended December 31, 2022 December 31, 2021 Change ($ in thousands) Net Investment Income$ 4,112,244 $ 3,329,570 $ 782,674 Net Cost of Insurance (2,415,996) (1,566,681) (849,315) General, Administrative and Other (637,718) (500,410) (137,308) Pre-tax Insurance Operating Earnings 1,058,530 1,262,479 (203,949) Income Taxes (171,744) (199,095) 27,351 Net Income Attributable to Noncontrolling Interests (341,582) (410,833) 69,251
Insurance Segment Operating Earnings $ 545,204 $
652,551
Insurance segment operating earnings
Insurance segment operating earnings decreased for the year endedDecember 31, 2022 as compared to the year endedDecember 31, 2021 primarily due to (i) higher net cost of insurance, primarily due to the growth in both our individual market and institutional market channels and higher funding cost on new business, and (ii) a corresponding increase in general and administrative expenses. The decrease was offset in part by (i) higher net investment income resulting from an increase in average assets under management due to growth of the business, and higher average yields, (ii) one less month of activity reported in the prior financial reporting period as a result of the GA Acquisition having occurred onFebruary 1, 2021 , and (iii) a decrease in income tax expense. 171
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Net investment income
Net investment income increased for the year endedDecember 31, 2022 as compared to the year endedDecember 31, 2021 primarily due to (i) one less month of activity reported in the prior financial reporting period as a result of the GA Acquisition having occurred onFebruary 1, 2021 , (ii) growth in portfolio yields due to higher market interest rates on floating rate investments, (iii) rotation into higher yielding assets, and (iv) increased average assets under management due to growth in assets in our institutional market channel as a result of new reinsurance transactions and individual market channel sales from new business growth. Offsetting these increases to net investment income was a decrease in variable investment income, primarily due to the non-recurrence of net realized gains from the sale of investments not related to asset/liability matching strategies, including in particular the disposition ofOrigis USA, LLC , reported in the prior financial reporting period.
Net cost of insurance
Net cost of insurance increased for the year endedDecember 31, 2022 as compared to the year endedDecember 31, 2021 primarily due to (i) one less month of activity reported in the prior financial reporting period as a result of the GA Acquisition having occurred onFebruary 1, 2021 , (ii) growth in reserves in the institutional market as a result of new reinsurance transactions and in the individual market as a result of new business volumes, and (iii) higher funding costs on new business originated, and (iv) the impact of assumption review (as described in "-Consolidated Results of Operations (GAAP Basis)-Insurance (Unaudited)-Assumption Review" above).
General, administrative and other expenses
General and administrative expenses increased for the year endedDecember 31, 2022 as compared to the year endedDecember 31, 2021 primarily due to (i) one less month of activity reported in the prior financial reporting period as a result of the GA Acquisition having occurred onFebruary 1, 2021 , (ii) increased employee compensation and benefits-related expenses, (iii) increased professional service fees, and (iv) increased TPA policy servicing fees, all due to growth of the business.
Income taxes
Insurance segment income tax expense reflects the effective tax rate for the insurance segment on an operating basis, including the benefit of investment tax credits for the prior year period.
Net Income attributable to noncontrolling interests
Net income attributable to noncontrolling interests decreased for the year endedDecember 31, 2022 as compared to the year endedDecember 31, 2021 in proportion to the decrease in insurance segment operating earnings for the comparable period. Net income attributable to noncontrolling interests represents the proportionate interest in the insurance segment operating earnings attributable to other investors in Global Atlantic. 172
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Analysis of Non-GAAP Performance Measures
The following is a discussion of our Non-GAAP performance measures for the years
ended
Year Ended December 31, December 31, 2022 2021 Change ($ in thousands) Asset Management Segment Operating Earnings$ 3,985,899 $ 4,243,660 $ (257,761) Insurance Segment Operating Earnings 545,204 652,551 (107,347) Distributable Operating Earnings 4,531,103 4,896,211 (365,108) Interest Expense (315,189) (250,183) (65,006) Preferred Dividends - (19,201) 19,201 Net Income Attributable to Noncontrolling Interests (23,200) (23,664) 464 Income Taxes Paid (738,841) (687,572) (51,269) After-tax Distributable Earnings$ 3,453,873
For the year endedDecember 31, 2021 , the results of our insurance segment above are fromFebruary 1, 2021 (closing date of the GA Acquisition) throughDecember 31, 2021 .
Distributable Operating Earnings
The decrease in distributable operating earnings for the year endedDecember 31, 2022 compared to the prior period is primarily due to a lower level of asset management segment operating earnings and insurance segment operating earnings. For a discussion of the asset management and insurance segment operating earnings, see "-Analysis of Asset Management Segment Operating Results" and "-Analysis of Insurance Segment Operating Results."
Interest Expense
The increase in interest expense for the year ended
to the prior period is due primarily to debt issuances by KKR's financing
subsidiaries.
Preferred Dividends
The decrease in preferred dividends for the year ended
compared to the prior period was attributable to the redemption of all of our
Series A and B preferred stock.
Income Taxes Paid
The increase in income taxes paid for the year endedDecember 31, 2022 compared to the prior period was primarily due to a lower tax benefit from equity-based compensation and an increase inU.S. state and local taxes.
After-tax Distributable Earnings
The decrease in after-tax distributable earnings for the year endedDecember 31, 2022 compared to the prior period was primarily due to a lower level of distributable operating earnings and an increase in interest expense and income taxes paid, partially offset by a decrease in preferred dividends, as discussed above. For the years endedDecember 31, 2022 and 2021, the amount of the tax benefit from equity-based compensation included in income taxes paid was$65.4 million and$123.1 million , respectively. The inclusion of the tax benefit from equity-based compensation in After-tax Distributable Earnings had the effect of increasing this measure by 2% and 3%, respectively, for the years endedDecember 31, 2022 and 2021. 173
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Analysis of Asset Management Segment Operating Results
The following tables set forth information regarding KKR's asset management
segment operating results for the years ended
Year Ended December 31, December 31, 2021 2020 Change ($ in thousands) Management Fees$ 2,071,440 $ 1,441,578 $ 629,862 Transaction and Monitoring Fees, Net 1,004,241 632,433 371,808 Fee Related Performance Revenues 45,852 39,555 6,297 Fee Related Compensation (702,387) (486,481) (215,906) Other Operating Expenses (449,155) (346,558) (102,597) Fee Related Earnings 1,969,991 1,280,527 689,464 Realized Performance Income 2,141,596 1,165,699 975,897 Realized Performance Income Compensation (1,239,177) (697,071) (542,106) Realized Investment Income 1,613,244 644,659 968,585 Realized Investment Income Compensation (241,994) (106,830) (135,164)
Asset Management Segment Operating Earnings
2,286,984$ 1,956,676 Management Fees
The following table presents management fees by business line:
Year Ended December 31, 2021 December 31, 2020 Change ($ in thousands) Management Fees Private Equity $ 967,038 $ 714,070$ 252,968 Real Assets 437,102 262,537 174,565 Credit and Liquid Strategies 667,300 464,971 202,329 Total Management Fees$ 2,071,440 $ 1,441,578 $ 629,862 The increase in Private Equity business line management fees was primarily attributable to management fees earned from North America Fund XIII,Asian Fund IV, and Health Care Strategic Growth Fund II. The increase was partially offset by a decrease in management fees earned fromAmericas Fund XII andAsian Fund III as a result of entering their post-investment periods and, consequently, we now earn fees based on capital invested rather than capital committed and at a lower fee rate. The increase in Real Assets business line management fees was primarily due to (i) management fees earned from Global Infrastructure Investors IV and Real Estate Partners Americas III, and (ii) an increase in management fees earned from Global Atlantic. These increases were partially offset by a decrease in management fees earned from Global Infrastructure Investors III as a result of entering its post-investment period and, consequently, we now earn fees based on capital invested rather than capital committed. The increase in Credit and Liquid Strategies business line management fees was primarily attributable to (i) management fees earned from Global Atlantic during the periodFebruary 1, 2021 throughDecember 31, 2021 , (ii) the issuance of new CLOs subsequent toDecember 31, 2020 , (iii) higher overall FPAUM at our hedge fund partnerships from investment appreciation and, to a lesser extent, net capital inflows, and (iv) net capital inflows in certain leveraged credit strategy accounts. 174
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Transaction and Monitoring Fees, Net
The following table presents transaction and monitoring fees, net by business line: Year Ended December 31, December 31, 2021 2020 Change ($ in thousands) Transaction and Monitoring Fees, Net Private Equity$ 122,478 $ 135,235 $ (12,757) Real Assets 20,687 13,172 7,515 Credit and Liquid Strategies 14,181 3,543 10,638 Capital Markets 846,895 480,483 366,412
Total Transaction and Monitoring Fees, Net
632,433
OurCapital Markets business line earns transaction fees, which are not shared with fund investors. The increase in transaction fees was primarily due to an increase in the number of capital markets transactions for the year endedDecember 31, 2021 , compared to the year endedDecember 31, 2020 . Overall, we completed 358 capital markets transactions for the year endedDecember 31, 2021 , of which 60 represented equity offerings and 298 represented debt offerings, as compared to 193 transactions for the year endedDecember 31, 2020 , of which 36 represented equity offerings and 157 represented debt offerings. We earned fees in connection with underwriting, syndication and other capital markets services. While each of the capital markets transactions that we undertake in this business line is separately negotiated, our fee rates are generally higher with respect to underwriting or syndicating equity offerings than with respect to debt offerings, and the amount of fees that we earn for similar transactions generally correlates with overall transaction sizes. Our capital markets fees are generated in connection with our Private Equity, Real Assets, and Credit and Liquid Strategies business lines as well as from third-party companies. For the year endedDecember 31, 2021 , approximately 23% of our transaction fees in our Capital Markets business line were earned from unaffiliated third parties as compared to approximately 18% for the year endedDecember 31, 2020 . Our transaction fees are comprised of fees earned fromNorth America ,Europe , and theAsia-Pacific region . For the year endedDecember 31, 2021 , approximately 38% of our transaction fees were generated outside ofNorth America as compared to approximately 58% for the year endedDecember 31, 2020 . OurCapital Markets business line is dependent on the overall capital markets environment, which is influenced by equity prices, credit spreads, and volatility. OurCapital Markets business line does not generate monitoring fees. Our Private Equity, Real Assets, and Credit and Liquid Strategies business lines separately earn transaction and monitoring fees from portfolio companies, and under the terms of the management agreements with certain of our investment funds, we are required to share all or a portion of such fees with our fund investors. Additionally, transaction fees are generally not earned with respect to energy and real estate investments. The decrease in Private Equity business line transaction and monitoring fees, net was primarily attributable to the write-off of outstanding monitoring fee receivables for two portfolio companies, partially offset by an increase in net transaction fees. During the year endedDecember 31, 2021 , there were 76 transaction fee-generating investments that paid an average fee of$5.5 million compared to 54 transaction fee-generating investments that paid an average fee of$6.5 million during the year endedDecember 31, 2020 . For the year endedDecember 31, 2021 , approximately 52% of these transaction fees were paid by companies inNorth America , 25% were paid from companies inEurope , and 23% of these transaction fees were paid from companies in theAsia-Pacific region . Transaction fees vary by investment based upon a number of factors, the most significant of which are transaction size, amount of the fees as set forth in the governing agreements, the complexity of the transaction, and KKR's role in the transaction. 175
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Fee Related Performance Revenues
The following table presents fee related performance revenues by business line: Year Ended December 31, 2021 December 31, 2020 Change ($ in thousands) Fee Related Performance Revenues Private Equity $ - $ - $ - Real Assets 9,068 4,797 4,271 Credit and Liquid Strategies 36,784 34,758 2,026 Total Fee Related Performance Revenues $ 45,852 $ 39,555$ 6,297 Fee related performance revenues represent performance fees that are (i) to be received from our investment funds, vehicles, and accounts on a recurring basis and (ii) not dependent on a realization event involving investments held by the investment fund, vehicle or account. Fee related performance revenues were higher for the year endedDecember 31, 2021 compared to the prior period primarily due to a higher level of performance revenues earned from KREF and FSK. Fee Related Compensation The increase in fee related compensation for the year endedDecember 31, 2021 compared to the prior period is primarily due to a higher level of compensation recorded in connection with the higher level of revenues included within fee related earnings. Other Operating Expenses The increase in other operating expenses for the year endedDecember 31, 2021 compared to the prior period is primarily due to a higher level of (i) professional fees and other administrative costs in connection with the overall growth of the firm and (ii) placement fees related to capital raising activities.
Fee Related Earnings
The increase in fee related earnings for the year ended
compared to the prior period is primarily due to a higher level of management
fees in our Private Equity, Real Assets and Credit and Liquid Strategies
business lines and transaction fees from our Capital Markets business line,
partially offset by a higher level of fee related compensation and other
operating expenses, as described above.
Realized Performance Income
The following table presents realized performance income by business line:
Year Ended December 31, 2021 December 31, 2020 Change ($ in thousands) Realized Performance Income Private Equity$ 1,678,753 $ 807,275$ 871,478 Real Assets 97,312 208,590 (111,278) Credit and Liquid Strategies 365,531
149,834 215,697
Total Realized Performance Income
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Table of Co n tents Year Ended December 31, December 31, 2021 2020 Change ($ in thousands) Private Equity North America Fund XI$ 433,708 $ 203,606 $ 230,102 Asian Fund III 387,863 46,347 341,516 2006 Fund 219,737 181,899 37,838 Americas Fund XII 207,559 - 207,559 European Fund IV 186,476 139,948 46,528 Co-Investment Vehicles and Other 90,305 93,648 (3,343) Core Investment Vehicles 80,937 57,484 23,453 Next Generation Technology Growth Fund 32,544 13,964 18,580 European Fund III 353 - 353 Asian Fund II - 60,647 (60,647) Asian Fund - 431 (431) Total Realized Carried Interest (1) 1,639,482 797,974 841,508 Incentive Fees 39,271 9,301 29,970 Total Realized Performance Income$ 1,678,753 $ 807,275 $ 871,478 Year Ended December 31, December 31, 2021 2020 Change ($ in thousands) Real Assets Global Infrastructure Investors II $ 72,862$ 148,882 $ (76,020) Real Estate Partners Europe 18,200 - 18,200 Co-Investment Vehicles and Other 3,283 2 3,281 Global Infrastructure Investors 2,967 54,729 (51,762) Real Estate Partners Americas - 4,977 (4,977) Total Realized Carried Interest (1) 97,312 208,590 (111,278) Incentive Fees - - - Total Realized Performance Income $ 97,312$ 208,590 $ (111,278) Year Ended December 31, December 31, 2021 2020 Change ($ in thousands) Credit and Liquid Strategies Alternative Credit and Other Funds$ 15,336 $ 25,740 $ (10,404) Mezzanine Partners - 9,900 (9,900) Total Realized Carried Interest (1) 15,336 35,640 (20,304) Incentive Fees 350,195 114,194 236,001 Total Realized Performance Income$ 365,531 $
149,834
(1)The above tables exclude any funds for which there was no realized carried
interest during both of the periods presented.
Realized performance income includes (i) realized carried interest from our
carry earning funds and (ii) incentive fees not included in Fee Related
Performance Revenues.
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Realized carried interest in our Private Equity business line for the year endedDecember 31, 2021 consisted primarily of realized proceeds from the sales of our investments inThe Bountiful Company , Ingersoll Rand Inc., Academy Sports & Outdoors Inc.,Kokusai Electric Corporation , and Endeavor Group Holdings, Inc. Realized carried interest in our Private Equity business line for the year endedDecember 31, 2020 consisted primarily of realized proceeds from the sales of our investments inPrivilege Underwriters, Inc. (financial services sector), Fiserv, Inc.,LGC Science Group Limited (health care sector), andEpicor Software Corporation . Realized carried interest in our Real Assets business line for the year endedDecember 31, 2021 consisted primarily of realized proceeds from (i) the sale of our infrastructure investments,Calisen PLC and Telxius Telecom S.A.U. and (ii) dividends received from and sales of various investments in our European real estate strategy. Realized carried interest in our Real Assets business line for the year endedDecember 31, 2020 consisted primarily of realized proceeds from the sales of our investments in Deutsche Glasfaser (Infrastructure: telecommunications infrastructure sector),ELL Group (Infrastructure: asset leasing sector), andX-Elio Energy, S.L . (power and utilities sector). Realized carried interest in our Credit and Liquid Strategies Markets business line decreased for the year endedDecember 31, 2021 compared to the prior period as a result of a lower level of realization activity at certain alternative credit investment funds, from which we are eligible to take cash carry.
Incentive fees consist of performance fees earned from (i) our hedge fund
partnerships, (ii) investment management agreements with KKR sponsored
investment vehicles, and (iii) investment management agreements to provide KKR's
investment strategies to funds managed by a third party asset management firm.
Incentive fees in our Private Equity business line increased for the year ended
higher level of investment appreciation at funds managed by a
manager.
Incentive fees in our Credit and Liquid Strategies business line increased for the year endedDecember 31, 2021 compared to the prior period primarily due to a higher level of incentive fees earned from our hedge fund partnership,Marshall Wace .
Realized Performance Income Compensation
The increase in realized performance income compensation for the year endedDecember 31, 2021 compared to the prior period was primarily due to a higher level of compensation recorded in connection with the higher level of realized performance income. Realized Investment Income
The following table presents realized investment income from our Principal
Activities business line for the years ended
Year Ended December 31, 2021 December 31, 2020 Change ($ in thousands) Realized Investment Income Net Realized Gains (Losses)$ 1,199,414 $ 284,521$ 914,893 Interest Income and Dividends 413,830
360,138 53,692
Total Realized Investment Income
The increase in realized investment income was primarily due to a higher level of net realized gains and, to a lesser extent, a higher level of interest income and dividends. The amount of realized investment income depends on the transaction activity of our funds and our subsidiaries, which can vary from period to period. For the year endedDecember 31, 2021 , net realized gains were comprised of realized gains primarily from the sale of our investments inFanDuel Inc. , Mr. Cooper Group Inc., Fiserv, Inc.,The Bountiful Company , and BridgeBio Pharma Inc. Partially offsetting these realized gains were realized losses, the most significant of which were realized losses on certain hedging instruments. 178
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For the year endedDecember 31, 2020 , net realized gains were comprised of realized gains primarily from the sale of our investments inThe Hut Group Limited , Deutsche Glasfaser, Ivalua SAS, Fiserv, Inc., and BridgeBio Pharma, Inc. Partially offsetting these realized gains were realized losses, the most significant of which were realized losses on our investment inLCI Helicopters Limited , Yorktown Center (real estate), and various alternative credit strategy investments. For the year endedDecember 31, 2021 , interest income and dividends were comprised of (i)$261.3 million of dividend income primarily from our real estate investments, including our investment in KREF, as well as our investments inViridor Limited ,Kokusai Electric Corporation , andArnott's Biscuits Limited and (ii)$152.5 million of interest income primarily from our investments in CLOs and, to a lesser extent, our other credit investments. For the year endedDecember 31, 2020 , interest income and dividends were comprised of (i)$225.4 million of dividend income from our investments in Fiserv, Inc.,Epicor Software Corporation , and our real assets investments, including our investment in KREF and (ii)$134.7 million of interest income from our investments in CLOs, other credit investments and, to a lesser extent, our cash balances. See "-Analysis of Non-GAAP Performance Measures-Non-GAAP Balance Sheet Measures." For the year endedDecember 31, 2021 , total fees attributable to KKR Capstone were$91.4 million and total expenses attributable to KKR Capstone were$94.6 million . For KKR Capstone-related adjustments in reconciling Asset Management segment revenues to GAAP revenues see "-Analysis of Non-GAAP Performance Measures-Reconciliations to GAAP Measures".
Realized Investment Income Compensation
The increase in realized investment income compensation for the year ended
level of compensation recorded in connection with the higher level of realized
investment income.
Other Operating and Capital Metrics
The following table presents certain key operating and capital metrics as of
As of December 31, 2021 December 31, 2020 Change ($ in millions) Assets Under Management $ 470,555 $ 251,679$ 218,876 Fee Paying Assets Under Management $ 357,389 $ 186,217$ 171,172 Uncalled Commitments $ 111,822 $ 66,960$ 44,862 The following table presents one of our key capital metrics for the year endedDecember 31, 2021 and 2020: Year Ended December 31, 2021 December 31, 2020 Change ($ in millions) Capital Invested $ 73,318 $ 29,517$ 43,801 Assets Under Management Private Equity
The following table reflects the changes in the AUM of our Private Equity
business line from
($ in millions) December 31, 2020$ 113,477 New Capital Raised 44,478 Distributions and Other (17,524) Change in Value 33,314 December 31, 2021$ 173,745 179
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AUM of our Private Equity business line was
an increase of
The increase was primarily attributable to (i) new capital raised from North America Fund XIII, our core investment strategy and European Fund VI and (ii) an increase in investment value from Americas Fund XII, Asian Fund III, and our core investment strategy. Partially offsetting these increases were distributions to fund investors, primarily as a result of realized proceeds, most notably from Americas Fund XII, North America Fund XI, and Asian Fund III.
For the year ended
equity investment portfolio increased by 46%. This was comprised of a 71%
increase in share prices of various publicly held investments and a 37% increase
in value of our privately held investments. For the year ended
2021
increased 45% and 42%, respectively.
The most significant increases in the value of our publicly held investments across our Private Equity business line were increases in AppLovin Corporation, Max Healthcare Institute Limited, and J.B. Chemicals and Pharmaceuticals Limited (NSE: JBCP). These increases were partially offset by decreases in share prices of certain other publicly held investments, the most significant of which were BridgeBio Pharma, Inc., PHC Holdings Corporation (TYO: 6523), and Fiserv, Inc. The prices of publicly held or publicly indexed companies may experience volatile changes following the reporting period. See "-Business Environment" for more information about factors, such as volatility, that may impact our business, financial performance, operating results and valuations. The most significant increases in the value of our privately held investments across our Private Equity business line were increases inInternet Brands, Inc. ,Kokusai Electric Corporation , andPetVet Care Centers, LLC . These increases in value on our privately held investments were partially offset by decreases in value of certain other privately held investments, the most significant of which wereMagneti Marelli CK Holdings , Envision Healthcare Corporation (health care sector), and Upfield (consumer products). The increased valuations of individual companies in our privately held investments, in the aggregate, generally related to (i) individual company performance, (ii) an increase in the value of market comparables, and (iii) with respect toKokusai Electric Corporation , an increase in valuation reflecting an agreement to sell a minority stake in the company. The decreased valuations of individual companies in our privately held investments, in the aggregate, generally related to (i) an unfavorable business outlook and (ii) a decrease in the value of market comparables, both influenced by the impact of COVID-19 on the economic outlook and overall market environment. See "-Business Environment" for more information about factors, that may impact our business, financial performance, operating results and valuations.
Real Assets
The following table reflects the changes in the AUM of our Real Assets business
line from
($ in millions) December 31, 2020 $ 35,212 New Capital Raised 39,380 Acquisitions and Other(1) 12,012 Distributions and Other (6,364) Change in Value 3,063 December 31, 2021 $ 83,303
(1)Reflects the AUM of Global Atlantic at
AUM of our Real Assets business line was
increase of
The increase was primarily attributable to (i) new capital raised from Global Infrastructure Investors IV,Global Atlantic and Diversified Core Infrastructure Fund and (ii) assets we now manage under our investment agreements with GlobalAtlantic's insurance companies. Partially offsetting these increases were payments to Global Atlantic policyholders and distributions to fund investors as a result of realized proceeds, most notably fromGlobal Infrastructure Investors II and Real Estate Partners Americas II. 180
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For the year endedDecember 31, 2021 , the value of our opportunistic real estate equity investment portfolio increased by 27%, and the value of our infrastructure investment portfolio increased 12%, and the value of our energy investment portfolio decreased by 15%. The most significant increases in the value of our privately held investments wereKRE AIP LLC (real estate),Telxius Telecom , S.A.U, Hivory SAS (Infrastructure: telecommunications infrastructure sector), andViridor Limited . These increases in value were partially offset by decreases in the value of certain other privately held investments, the most significant of which wereColonial Enterprises, Inc. andRiver Plaza (real estate). The increased valuations of individual companies or assets in our privately held investments, in the aggregate, generally related to individual company performance. The decreased valuations of individual companies or assets in our privately held investments, in the aggregate, generally related to (i) a decrease in the value of market comparables and (ii) an unfavorable business outlook, both influenced by economic outlook and market environment. See "-Business Environment" for more information about factors, that may impact our business, financial performance, operating results and valuations. The most significant decrease in share prices of our publicly held investments was a decrease in Crescent Energy. See "-Business Environment" for more information about factors, such as volatility, that may impact our business, financial performance, operating results and valuations.
Credit and Liquid Strategies
The following table reflects the changes in the AUM of our Credit and Liquid
Strategies business line from
($ in millions) December 31, 2020$ 102,990 New Capital Raised 36,706 Acquisitions and Other(1) 85,491 Distributions and Other (11,271) Redemptions (8,196) Change in Value 7,788 December 31, 2021$ 213,507
(1)Reflects the AUM of Global Atlantic at
AUM of our Credit and Liquid Strategies business line totaled
billion
The increase was primarily attributable to (i) assets we now manage under our investment management agreements with Global Atlantic's insurance companies, (ii) new capital raised from Global Atlantic sinceFebruary 1, 2021 , CLO issuances, and our hedge fund partnerships, and (iii) to a lesser extent, an increase in investment value across our leveraged and alternative credit portfolios and at our hedge fund partnerships. Partially offsetting these increases were (i) payments made to Global Atlantic to satisfy its obligations to policyholders, (ii) redemptions at our hedge fund partnerships and leveraged credit separately managed accounts and (iii) distributions to fund investors as a result of realized proceeds at certain leveraged and alternative credit funds.
See also "-Business Environment" for more information about the factors that may
impact our business, financial performance, operating results and valuations.
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Fee Paying Assets Under Management
Private Equity
The following table reflects the changes in the FPAUM of our Private Equity
business line from
($ in millions) December 31, 2020 $ 68,506 New Capital Raised 29,649 Distributions and Other (7,428) Net Changes in Fee Base of Certain Funds (2,569) Change in Value (268) December 31, 2021 $ 87,890
FPAUM of our Private Equity business line was
2021
2020
The increase was primarily attributable to new capital raised fromNorth America Fund XIII, Health Care Strategic Growth Fund II, and our core investment strategy. Partially offsetting this increase were (i) distributions to fund investors, primarily as a result of realized proceeds, most notably from 2006 Fund, North America Fund XI, and Americas Fund XII and (ii) a change in fee base forAmericas Fund XII and Health Care Growth Fund as a result of these funds entering its post-investment period, during which we earn fees on invested capital rather than committed capital. Uncalled capital commitments from private equity and multi-strategy investment funds from which KKR is currently not earning management fees amounted to approximately$19.6 billion atDecember 31, 2021 , which includes capital commitments reserved for follow-on investments for funds that have completed their investment periods. This capital will generally begin to earn management fees upon deployment of the capital or upon the commencement of the fund's investment period. The average annual management fee rate associated with this capital is approximately 1.0%. The date on which we begin to earn fees (as specified above) is not guaranteed to occur and may not occur for an extended period of time. If and when such management fees are earned, a portion of existing FPAUM may cease paying fees or pay lower fees, thus offsetting a portion of any new management fees earned.
Real Assets
The following table reflects the changes in the FPAUM of our Real Assets
business line from
($ in millions) December 31, 2020 $ 25,690 New Capital Raised 35,615 Acquisitions and Other(1) 12,012 Distributions and Other (4,264) Net Changes in Fee Base of Certain Funds (2,829) Change in Value 741 December 31, 2021 $ 66,965
(1)Reflects the FPAUM of Global Atlantic at
FPAUM of our Real Assets business line was
an increase of
The increase was primarily attributable to (i) new capital raised by Global Infrastructure Investors IV, Global Atlantic,Real Estate Partners Americas III and Diversified Core Infrastructure Fund and (ii) assets we now manage under our investment agreements with Global Atlantic's insurance companies. Partially offsetting these increases were (i) payments to Global Atlantic policyholders and distributions to fund investors as a result of realized proceeds, most notably fromGlobal Infrastructure Investors II and Real Estate Partners Americas II and (ii) a change in fee base forGlobal Infrastructure Investors III as a result of entering its post-investment period, during which we earn fees on invested capital rather than committed capital. 182
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Uncalled capital commitments from real assets investment funds from which KKR is currently not earning management fees amounted to approximately$11.7 billion atDecember 31, 2021 , which includes capital commitments reserved for follow-on investments for funds that have completed their investment periods. This capital will generally begin to earn management fees upon deployment of the capital or upon the commencement of the fund's investment period. The average annual management fee rate associated with this capital is approximately 1.1%. The date on which we begin to earn fees (as specified above) is not guaranteed to occur and may not occur for an extended period of time. If and when such management fees are earned, a portion of existing FPAUM may cease paying fees or pay lower fees, thus offsetting a portion of any new management fees earned.
Credit and Liquid Strategies
The following table reflects the changes in the FPAUM of our Credit and Liquid
Strategies business line from
($ in millions) December 31, 2020 $ 92,021 New Capital Raised 38,644 Acquisitions and Other(1) 85,491 Distributions and Other (12,989) Redemptions (6,590) Change in Value 5,957 December 31, 2021$ 202,534
(1)Reflects the FPAUM of Global Atlantic at
FPAUM of our Credit and Liquid Strategies business line was$202.5 billion atDecember 31, 2021 , an increase of$110.5 billion compared to$92.0 billion atDecember 31, 2020 . The increase was primarily attributable to (i) assets we now manage under our investment management agreements with Global Atlantic's insurance companies, (ii) new capital raised from Global Atlantic, CLO issuances, and our alternative credit funds and (iii) to a lesser extent, an increase in investment value at our hedge fund partnerships and from leveraged credit investments we manage under our investment management agreements with Global Atlantic's insurance companies. Partially offsetting these increases were (i) payments made to GlobalAtlantic policyholders, (ii) redemptions at our hedge fund partnerships and leveraged credit separately managed accounts and (iii) distributions to fund investors as a result of realized proceeds at certain leveraged and alternative credit funds. Uncalled capital commitments from investment funds in our Credit and Liquid Strategies business line from which KKR is currently not earning management fees amounted to approximately$6.7 billion atDecember 31, 2021 . This capital will generally begin to earn management fees upon deployment of the capital or upon the commencement of the fund's investment period. The average annual management fee rate associated with this capital is approximately 0.9%. The date on which we begin to earn fees (as specified above) is not guaranteed to occur and may not occur for an extended period of time. If and when such management fees are earned, which will occur over an extended period of time, a portion of existing FPAUM may cease paying fees or pay lower fees, thus offsetting a portion of any new management fees earned.
See "-Business Environment" for more information about the factors that may
impact our business, financial performance, operating results and valuations.
Uncalled Commitments Private Equity As ofDecember 31, 2021 , our Private Equity business line had$66.3 billion of remaining uncalled capital commitments that could be called for investments in new transactions as compared to$38.8 billion as ofDecember 31, 2020 . The increase was primarily attributable to new capital commitments from fund investors, which were partially offset by capital called from fund investors to make investments during the period. 183
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Real Assets
As ofDecember 31, 2021 , our Real Assets business line had$35.2 billion of remaining uncalled capital commitments that could be called for investments in new transactions as compared to$17.9 billion as ofDecember 31, 2020 . The increase was primarily attributable to new capital commitments from fund investors, which were partially offset by capital called from fund investors to make investments during the period.
Credit and Liquid Strategies
As ofDecember 31, 2021 and 2020, our Credit and Liquid Strategies business line had$10.3 billion of remaining uncalled capital commitments that could be called for investments in new transactions. Uncalled commitments remained flat against the comparable period as new capital commitments from fund investors were offset by capital called from fund investors to make investments during the period. Capital Invested Private Equity For the year endedDecember 31, 2021 ,$17.6 billion of capital was invested by our Private Equity business line, as compared to$14.5 billion for the year endedDecember 31, 2020 . The increase was driven primarily by a$1.5 billion increase in capital invested in our core investment strategy. During the year endedDecember 31, 2021 , 60% of capital deployed in private equity was in transactions inNorth America , 21% was inEurope , and 19% was in theAsia-Pacific region . The number of large private equity investments made in any quarterly or year-to-date period is volatile and, consequently, a significant amount of capital invested in one period or a few periods may not be indicative of a similar level of capital deployment in future periods.
Real Assets
For the year endedDecember 31, 2021 ,$21.4 billion of capital was invested by our Real Assets business line, as compared to$4.7 billion for the year endedDecember 31, 2020 . The increase was driven primarily by a$9.6 billion increase in capital invested in our real estate strategy and a$6.8 billion increase in capital invested in our infrastructure strategy. During the year endedDecember 31, 2021 , 71% of capital deployed in real assets was in transactions inNorth America , 23% was inEurope , and 6% was in theAsia-Pacific region . The number of large Real Asset investments made in any quarterly or year-to-date period is volatile and, consequently, a significant amount of capital invested in one period or a few periods may not be indicative of a similar level of capital deployment in future periods.
Credit and Liquid Strategies
For the year endedDecember 31, 2021 ,$34.4 billion of capital was invested by our Credit and Liquid Strategies business line, as compared to$10.3 billion for the year endedDecember 31, 2020 . The increase was primarily due to (i) capital deployed under our investment management agreements with Global Atlantic's insurance companies and (ii) a higher level of capital deployed across our direct lending and SIG strategies. During the year endedDecember 31, 2021 , 90% of capital deployed was in transactions inNorth America , 9% was inEurope and 1% was in theAsia-Pacific region . 184
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Analysis of Insurance Segment Operating Results
As discussed above, our Insurance segment consists solely of the operations of Global Atlantic, which was acquired onFebruary 1, 2021 . Accordingly, prior financial reporting periods have been excluded for Insurance segment results. For the year endedDecember 31, 2021 , the results of our Insurance segment is from the acquisition date,February 1, 2021 , throughDecember 31, 2021 . The following tables set forth information regarding KKR's insurance segment operating results and certain key operating metrics as of and for the year endedDecember 31, 2021 : Year Ended December 31, 2021 ($ in thousands) Net Investment Income$ 3,329,570 Net Cost of Insurance (1,566,681) General, Administrative and Other
(500,410)
Pre-tax Insurance Operating Earnings 1,262,479 Income Taxes
(199,095)
Net Income Attributable to Noncontrolling Interests
(410,833)
Insurance Segment Operating Earnings $ 652,551
Insurance segment operating earnings
Insurance segment operating earnings were primarily driven by net investment
income and stable net cost of insurance.
Net investment income
Net investment income was primarily driven by (i) insurance segment investments and the effective book yield (as determined, in part, by the allocated fair value of the investment portfolio as of the closing date of the GA Acquisition), and (ii) variable investment income from net realized gains from the sale of investments not related to asset/liability matching strategies, including in particular the disposition ofOrigis USA, LLC . Average insurance segment investments were primarily driven by net inflows of assets from the individual markets and institutional channels. In addition to the impact of higher asset balances, net investment income was also impacted by income from bond call and loan prepayment activity. Net cost of insurance Net cost of insurance was driven primarily by stable liability performance across in-force and new business, including favorable adjustments to reserves and policy acquisition costs resulting from higher reserves and insurance intangibles established as part of the purchase accounting for the GA Acquisition and the impact of assumption review (as described in "-Consolidated Results of Operations (GAAP Basis) - Insurance (Unaudited)" above).
General, administrative and other expenses
General and administrative expenses were driven by (i) employee compensation and benefits related expenses, (ii) policy servicing fees, (iii) technology-related charges and (iv) consulting and professional fees.
Income taxes
Insurance segment income tax expense reflects the effective tax rate for the insurance segment on an operating basis, including the benefit of investment tax credits.
Net Income attributable to noncontrolling interests
Income attributable to noncontrolling interests represents the portion of the
insurance segment adjusted operating earnings attributable to rollover and
co-investors in Global Atlantic.
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Analysis of Non-GAAP Performance Measures
The following is a discussion of our Non-GAAP performance measures for the years
ended
Year Ended December 31, December 31, 2021 2020 Change ($ in thousands) Asset Management Segment Operating Earnings$ 4,243,660 $ 2,286,984 $ 1,956,676 Insurance Segment Operating Earnings 652,551 - 652,551 Distributable Operating Earnings 4,896,211 2,286,984 2,609,227 Interest Expense (250,183) (211,037) (39,146) Preferred Dividends (19,201) (33,364) 14,163 Net Income Attributable to Noncontrolling Interests (23,664) (7,842) (15,822) Income Taxes Paid (687,572) (265,950) (421,622) After-tax Distributable Earnings$ 3,915,591
As discussed in the Analysis of Segment Operating Results, following the acquisition of Global Atlantic, we re-evaluated our operating structure and the manner by which we manage and assess the performance of our businesses and allocate our resources. In the first quarter of 2021, we changed the presentation of our non-GAAP performance measures principally to reflect how we evaluate our business following the Global Atlantic acquisition. We also believe that this revised presentation improves the comparability of our non-GAAP financial information with that provided by other publicly traded companies in the alternative asset management industry.
Distributable Operating Earnings
The increase in distributable operating earnings for the year endedDecember 31, 2021 compared to the prior period was primarily due to a higher level of Asset Management segment operating earnings and the addition of our Insurance segment operating earnings in connection with the Global Atlantic acquisition. For a discussion of the Asset Management and Insurance segment operating earnings, see "-Analysis of Asset Management Segment Operating Results and Analysis of Insurance Segment Operating Results."
Interest Expense
For the year ended
primarily to the interest expense from our senior notes outstanding for KKR and
KFN.
The increase in interest expense for the year ended
to the prior period was primarily attributable to new note issuances.
Preferred Dividends
The decrease in preferred dividends for the year endedDecember 31, 2021 compared to the prior period was attributable to the redemption of all of our Series A and B preferred stock outstanding during the year endedDecember 31, 2021 . Income Taxes Paid
The increase in income taxes paid for the year ended
to the prior period was primarily due to a higher level of distributable
operating earnings.
After-tax Distributable Earnings
The increase in after-tax distributable earnings for the year ended
2021
distributable operating earnings, partially offset by an increase in income
taxes paid and interest expense, as discussed above.
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For the years endedDecember 31, 2021 and 2020, the amount of the tax benefit from equity-based compensation included in income taxes paid was$123.1 million and$59.1 million , respectively. The inclusion of the tax benefit from equity-based compensation in After-tax Distributable Earnings had the effect of increasing this measure by 3% for each of the years endedDecember 31, 2021 and 2020.
Non-GAAP Balance Sheet Measures
Book Value
The following table presents our calculation of book value as ofDecember 31, 2022 andDecember 31, 2021 : As ofDecember 31, 2022 December 31, 2021
($ in thousands)
(+) Cash and Short-term Investments$ 3,256,515 $ 4,869,203 (+) Investments 17,628,327 17,763,542 (+) Net Unrealized Carried Interest (1) 2,509,589 4,967,401 (+) Other Assets, Net (2) 6,979,235 4,706,108 (+) Global Atlantic Book Value 3,929,710 3,372,498
Debt Obligations - KKR (excluding KFN and Global
(-)
6,957,932 5,836,267 (-) Debt Obligations - KFN 948,517 948,517 (-) Tax Liabilities, Net 1,648,600 2,697,317 (-) Other Liabilities 911,612 774,711 (-) Noncontrolling Interests 32,843 33,058 Book Value$ 23,803,872 $ 25,388,882 Book Value Per Adjusted Share $ 26.73 $ 28.77 Adjusted Shares 890,628,190 882,589,036 (1)The following table provides net unrealized carried interest by business line: As of December 31, 2022 December 31, 2021 ($ in thousands) Private Equity Business Line$ 2,199,869 $
4,697,134
Real Assets Business Line 212,974
159,709
Credit and Liquid Strategies Business Line 96,746 110,558 Total$ 2,509,589 $ 4,967,401
(2)Other Assets, Net include our (i) ownership interest in FS/KKR Advisor, (ii)
minority ownership interests in hedge fund partnerships, and (iii) the net
assets of KJRM.
Book value decreased 6% fromDecember 31, 2021 . The decrease was primarily attributable to (i) a reduction in net unrealized carried interest due to the reversal of previously recognized carried interest from our carried interest eligible investment funds, most notably Americas Fund XII, Asian Fund II, and Asian Fund III, (ii) a reduction in the value of our asset management segment investments of 5%, (iii) repurchases of our common stock, and (iv) payment of dividends during the period. Partially offsetting these decreases was the positive impact of our after-tax distributable earnings recognized and a decrease in the amount of deferred tax liabilities during the period. For a further discussion, see "-Consolidated Results of Operations (GAAP Basis) - Asset Management-Investment Income (Loss) - Asset Management-Unrealized Gains and Losses from Investment Activities." For a discussion of the changes in our investment portfolio, see "-Analysis of Asset Management Segment Operating Results-Assets Under Management." For a discussion of factors that impacted KKR's after-tax distributable earnings, see "-Analysis of Non-GAAP Performance Measures-After-tax Distributable Earnings" and for more information about the factors that may impact our business, financial performance, operating results and valuations, see "-Business Environment." 187
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The following table presents the holdings of our investments in the asset management segment by asset class as ofDecember 31, 2022 . To the extent investments are realized at values below their cost in future periods, after-tax distributable earnings would be adversely affected by the amount of such loss, if any, during the period in which the realization event occurs. As of December 31, 2022 ($ in thousands) Fair Value as a Percentage of Investments (1) Cost Fair Value Total Investments Traditional Private Equity$ 1,730,298 $ 3,078,987 17.5 % Core Private Equity 2,701,596 5,707,478 32.4 % Growth Equity 328,514 822,250 4.7 % Private Equity Total 4,760,408 9,608,715 54.6 % Energy 862,651 929,269 5.3 % Real Estate 1,887,520 2,032,209 11.5 % Infrastructure 1,066,157 1,232,412 7.0 % Real Assets Total 3,816,328 4,193,890 23.8 % Leveraged Credit 1,267,501 1,016,274 5.8 % Alternative Credit 855,941 891,474 5.1 % Credit Total 2,123,442 1,907,748 10.9 % Other 2,279,705 1,917,974 10.7 % Total Investments$ 12,979,883 $ 17,628,327 100.0 % (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 insurance businesses, including the general partner interests of KKR's investment funds. Investments presented are principally the assets measured at fair value that are held by KKR's asset management segment, which, among other things, does not include the underlying investments held by Global Atlantic andMarshall Wace . 188
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Table of Co n tents As of December 31, 2022 ($ in thousands) Top 20 Investments: (1) Cost Fair Value USI, Inc.$ 531,425 $ 1,300,370 PetVet Care Centers, LLC 243,211 1,143,092 Heartland Dental, LLC 320,656 801,640 Exact Group B.V. 213,362 560,630 Arnott's Biscuits Limited 250,841 470,916 1-800 Contacts Inc. 300,178 405,153 Internet Brands, Inc. 340,312 372,628 Barracuda Networks, Inc. 343,320 343,320 ERM Worldwide Group Limited 228,710 343,035 Teaching Strategies, LLC 307,162 307,162 Crescent Energy Company (NYSE: CRGY) 533,543 304,117 Resolution Life Group Holdings, L.P. 262,191 263,477 Roompot B.V. 193,578 255,950 Shriram General Insurance Co. 245,470 251,414 Atlantic Aviation FBO Inc. 170,274 186,672 Viridor Limited 132,023 169,709 The Bay Clubs Company, LLC 160,127 160,127 PortAventura 155,803 154,784 Pembina Gas Infrastructure Inc. 92,632 148,421 FiberCop S.p.A. 127,742 133,698 Total Top 20 Investments $ 5,152,560 $ 8,076,315 (1)This list of investments identifies the twenty largest companies or assets based on their fair values as of December 31, 2022. It does not deduct fund or vehicle level debt, if any, incurred in connection with funding the investment. This list excludes (i) investments expected to be syndicated, (ii) investments expected to be transferred in connection with a new fundraising, (iii) investments in funds and other entities that are owned by one or more third parties and established for the purpose of making investments and (iv) the portion of any investment that may be held through collateralized loan obligations or levered multi-asset investment vehicles, if any. For additional information about the asset classes of the investments held on KKR's balance sheet see "-Our Business-Principal Activities" for the "Holdings by Asset Class" pie chart. 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. With respect to KKR's book value relating to its insurance business, KKR includes Global Atlantic's book value, which consists of KKR's pro rata equity interest in Global Atlantic on a GAAP basis, excluding (i) accumulated other comprehensive income and (ii) accumulated change in fair value of reinsurance embedded derivative balances and related assets, net of deferred acquisition costs and income tax. KKR believes this presentation of Global Atlantic's book value is comparable with the corresponding metric presented by other publicly traded companies in Global Atlantic's industry. As of December 31, 2022, KKR's pro rata interest in Global Atlantic's book value was $3.9 billion. For more information about the composition and credit quality of Global Atlantic's investments on a consolidated basis, please see "-Global Atlantic's Investment Portfolio" below.
Global
As of December 31, 2022, 95% and 85% of Global Atlantic's available-for-sale ("AFS") fixed maturity securities were considered investment grade under ratings from the Securities Valuation Office of the NAIC and NRSROs, respectively. As of December 31, 2021, 97% and 87% of Global Atlantic's AFS fixed maturity securities were considered investment grade under ratings from NAIC and NRSROs, respectively. Securities where a rating by an NRSRO was not available are considered investment grade if they have an NAIC designation of "1" or "2." The three largest asset categories in Global Atlantic's AFS fixed-maturity security portfolio as of December 31, 2022 were Corporate, RMBS and CMBS securities, comprising 29%, 5% and 5% of Global Atlantic's investment portfolio, respectively. Within these categories, 94%, 95% and 95% of Global Atlantic's Corporate, RMBS and CMBS securities, respectively, were investment grade according to NAIC ratings and 94%, 45% and 53% of its Corporate, RMBS and CMBS securities, respectively, were investment grade according to NRSRO ratings as of December 31, 2022. The three largest asset categories in Global Atlantic's AFS fixed-maturity security portfolio as of December 31, 2021 were Corporate, RMBS and CMBS securities, comprising 34%, 6% and 5% of Global Atlantic's investment portfolio, respectively. Within these categories, 95%, 96% and 99% of GlobalAtlantic's Corporate, RMBS and CMBS 189
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securities, respectively, were investment grade according to NAIC ratings and 95%, 38% and 62% of its Corporate, RMBS and CMBS securities, respectively, were investment grade according to NRSRO ratings as of December 31, 2021. NRSRO and NAIC ratings have different methodologies. GlobalAtlantic believes the NAIC ratings methodology, which considers the likelihood of recovery of amortized cost as opposed to the recovery of all contractual payments including the principal at par, as the more appropriate way to view the ratings quality of its AFS fixed maturity portfolio since a large portion of its holdings were purchased at a significant discount to par value. The portion of GlobalAtlantic's investment portfolio consisting of floating rate assets was 29% and 20% as of December 31, 2022 and 2021, respectively.
Within the funds withheld receivable at interest portfolio, 97% and 96% of the
fixed maturity securities were investment grade by NAIC designation as of
December 31, 2022 and 2021, respectively.
Trading fixed maturity securities back funds withheld payable at interest where
the investment performance is ceded to reinsurers under the terms of the
respective reinsurance agreements.
Credit quality of AFS fixed maturity securities
The Securities Valuation Office of the NAIC evaluates the AFS fixed maturity security investments of insurers for regulatory reporting and capital assessment purposes and assigns securities to one of six credit quality categories called "NAIC designations." Using an internally developed rating is permitted by the NAIC if no rating is available. These designations are generally similar to the credit quality designations of NRSROs for marketable fixed maturity securities, except for certain structured securities as described below. NAIC designations of "1," highest quality, and "2," high quality, include fixed maturity securities generally considered investment grade by NRSROs. NAIC designations "3" through "6" include fixed maturity securities generally considered below investment grade by NRSROs. Consistent with the NAIC Process and Procedures Manual, an NRSRO rating was assigned based on the following criteria: (i) the equivalent S&P rating where the security is rated by one NRSRO; (ii) the equivalent S&P rating of the lowest NRSRO when the security is rated by two NRSROs; and (iii) the equivalent S&P rating of the second lowest NRSRO if the security is rated by three or more NRSROs. If the lowest two NRSROs' ratings are equal, then such rating will be the assigned rating. NRSROs' ratings available for the periods presented were S&P, Fitch, Moody's,DBRS, Inc. andKroll Bond Rating Agency, Inc. If no rating is available from a rating agency, then an internally developed rating is used.
Substantially all of the AFS fixed maturity securities portfolio, 95% and 97% as
of December 31, 2022 and December 31, 2021, respectively, were invested in
investment grade assets with a NAIC rating of 1 or 2.
The portion of the AFS fixed maturity securities portfolio that was considered below investment grade by NAIC designation was 5% and 3% as of December 31, 2022 and 2021, respectively. Pursuant to Global Atlantic's investment guidelines, Global Atlantic actively monitors the percentage of its portfolio that is held in investments rated NAIC 3 or lower and must obtain an additional approval from Global Atlantic's management investment committee before making a significant investment in an asset rated NAIC 3 or lower.
Corporate fixed maturity securities
GlobalAtlantic maintains a diversified portfolio of corporate fixed maturity securities across industries and issuers. As of December 31, 2022 and 2021, 59% and 60%, respectively, of the AFS fixed maturity securities portfolio was invested in corporate fixed maturity securities. As of December 31, 2022 and 2021, approximately, 5% and 3%, respectively, of the portfolio is denominated in foreign currency.
As of December 31, 2022 and 2021, 94% and 95% of the total fair value of
corporate fixed maturity securities is rated NAIC investment grade and 94% and
95% is rated NRSROs investment grade, respectively.
Residential mortgage-backed securities
As of December 31, 2022 and 2021, 10% and 11% of the AFS fixed maturity securities portfolio was invested in RMBS, respectively. RMBS are securities constructed from pools of residential mortgages and backed by payments from those pools. Excluding limitations on access to lending and other extraordinary economic conditions, Global Atlantic would expect prepayments of principal on the underlying loans to accelerate with decreases in market interest rates and diminish with increases in market interest rates. 190
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The NAIC designations for RMBS, including prime, sub-prime, alt-A, and adjustable rate mortgages with variable payment options ("Option ARM"), are based upon a comparison of the bond's amortized cost to the NAIC's loss expectation for each security. Accordingly, an investment in the same security at a lower cost may result in a higher quality NAIC designation in recognition of the lower likelihood the investment would result in a realized loss. Prime residential mortgage lending includes loans to the most creditworthy borrowers with high quality credit profiles. Alt-A is a classification of mortgage loans where the risk profile of the borrower is between prime and sub-prime. Sub-prime mortgage lending is the origination of residential mortgage loans to borrowers with weak credit profiles. As of December 31, 2022 and December 31, 2021, 90% and 93%, respectively, of RMBS securities that are below investment grade as rated by the NRSRO, carry an NAIC 1 ("highest quality") designation.
As of December 31, 2022, Alt-A, Option ARM, Re-Performing and Sub-prime
represent 31%, 28%, 14% and 12% of the total RMBS portfolio ($6.4 billion),
respectively. As of December 31, 2021, Alt-A, Option ARM, Re-Performing and
Sub-prime represent 33%, 30%, 14% and 12% of the total RMBS portfolio ($7.7
billion), respectively.
Unrealized gains and losses for AFS fixed maturity securities
GlobalAtlantic's investments in AFS fixed maturity securities are reported at fair value with changes in fair value recorded in other comprehensive income as unrealized gains or losses, net of taxes and offsets. Unrealized gains and losses can be created by changes in interest rates or by changes in credit spreads. As of December 31, 2022 and 2021, Global Atlantic had gross unrealized losses on below investment grade AFS fixed maturity securities of $917.6 million and $80.3 million based on NRSRO rating and $224.9 million and $13.5 million based on NAIC ratings, respectively. Unrealized losses were not recognized in net income on these debt securities because there were no specific securities that, as of each such date, Global Atlantic intended to sell or believed it was more likely than not that it would be required to sell before recovery of their cost or amortized cost basis.
Mortgage and other loan receivables - Credit quality indicators
Mortgage and other loan receivables consist of commercial and residential mortgage loans, and other loan receivables. As of December 31, 2022 and 2021, 28% and 23%, respectively, of Global Atlantic's total investments consisted of mortgage and other loan receivables. GlobalAtlantic invests inU.S. mortgage loans, comprised of first lien and mezzanine real estate loans, residential mortgage loans, consumer loans, and other loan receivables.
Global
designations, with designations "CM1" and "CM2" considered to be investment
grade. As of December 31, 2022 and 2021, 88% and 96% of the commercial mortgage
loan portfolio was rated investment grade based on NAIC designation,
respectively. 100% of the commercial mortgage loan portfolio is in current
status.
As of December 31, 2022, 96% of the residential mortgage loan portfolio is in
current status, and approximately $192.3 million is over 90 days past due
(representing 2% of the total residential mortgage portfolio).
The loan-to-value ratio is expressed as a percentage of the current amount of the loan relative to the value of the underlying collateral. Approximately 84% of the commercial mortgage loans has a loan-to-value ratio of 70% or less and 3% has loan-to-value ratio over 90%. Changing economic conditions affect Global Atlantic's valuation of commercial mortgage loans. Changing vacancies and rents are incorporated into the discounted cash flow analysis that Global Atlantic performs for monitored loans and may contribute to the establishment of (or increase or decrease in) a commercial mortgage loan valuation allowance for losses. In addition, GlobalAtlantic continuously monitors its commercial mortgage loan portfolio to identify risk. Areas of emphasis are properties that have exposure to specific geographic events or have deteriorating credit.
The weighted average loan-to-value ratio for residential mortgage loans was 64%
and 68% as of December 31, 2022 and 2021, respectively.
GlobalAtlantic's residential mortgage loan portfolio is comprised mainly of re-performing loans that were purchased at a discount after they were modified and returned to performing status, as well as prime jumbo loans and mortgage loans backed by single family rental properties. GlobalAtlantic has also extended financing to counterparties in the form of repurchase agreements secured by mortgage loans, including performing and non-performing mortgage loans. 191
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Global
improvement loans, solar panel loans, student loans and auto loans.
Reconciliations to GAAP Measures
The following tables reconcile the most directly comparable financial measures calculated and presented in accordance with GAAP to KKR's non-GAAP financial measures for the years ended December 31, 2022, 2021, and 2020: Revenues Year Ended December 31, 2022 December 31, 2021 December 31, 2020 ($ in thousands) Total GAAP Revenues $
5,721,195 $ 16,236,148 $ 4,230,891
Impact of Consolidation and Other
841,711 808,174 461,244 Asset Management Adjustments: Capital Allocation-Based Income (Loss) (GAAP) 2,500,509 (6,842,414) (2,224,100) Realized Carried Interest 1,993,860 1,752,130 1,042,204 Realized Investment Income 1,134,419 1,613,244 644,659 Capstone Fees (86,665) (91,407) (81,452) Expense Reimbursements (102,927) (178,572) (149,522) Insurance Adjustments: Net Premiums (1,182,461) (2,226,078) - Policy Fees (1,278,736) (1,147,913) - Other Income (139,124) (120,213) - Investment Gains and Losses 472,053 544,357 - Derivative Gains and Losses 1,072,572 (141,513) - Total Segment Revenues (1) $
10,946,406 $ 10,205,943 $ 3,923,924
(1)Total Segment Revenues is comprised of (i) Management Fees, (ii) Transaction and Monitoring Fees, Net, (iii) Fee Related Performance Revenues, (iv) Realized Performance Income, (v) Realized Investment Income, and (vi) Net Investment Income. 192
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Net Income (Loss) Attributable to
Year Ended December 31, 2022 December 31, 2021 December 31, 2020 ($ in thousands) Net Income (Loss) Attributable toKKR & Co. Inc. Common Stockholders (GAAP) $
(910,130) $ 4,560,829 $ 1,945,954
Preferred Stock Dividends
69,000 105,647 56,555 Net Income (Loss) Attributable to Noncontrolling Interests (182,398) 7,628,703 3,115,089 Income Tax Expense (Benefit) (35,672) 1,353,270 609,097 Income (Loss) Before Tax (GAAP) $
(1,059,200) $ 13,648,449 $ 5,726,695
Impact of Consolidation and Other
(107,754) (5,189,459) (1,704,739) Equity-based Compensation - KKR Holdings(1) 119,834 161,283 80,739 Preferred Stock Dividends - (19,201) (33,364) Income Taxes Paid (738,841) (687,572) (265,950) Asset Management Adjustments: Net Unrealized (Gains) Losses 2,002,082 (2,590,280) (1,697,740) Unrealized Carried Interest 4,231,359 (4,043,135) (1,070,803) Unrealized Carried Interest Compensation (Carry Pool) (1,753,396) 1,751,912 467,485 Strategic Corporate Transaction-Related Charges (2) 94,629 25,153 20,073 Equity-based Compensation 210,756 183,100 236,199 Equity-based Compensation - Performance based 238,929 78,230 10,196 Insurance Adjustments:(3) Net (Gains) Losses from Investments and Derivatives(3) 192,743 658,975 - Strategic Corporate Transaction-Related Charges(3) 24,746 25,711 - Equity-based and Other Compensation(3) 152,083 95,344 - Amortization of Acquired Intangibles(3) 17,647 16,176 - Income Taxes(3) (171,744) (199,095) - After-tax Distributable Earnings $
3,453,873 $ 3,915,591 $ 1,768,791
Interest Expense
315,189 250,183 211,037 Preferred Stock Dividends - 19,201 33,364 Net Income Attributable to Noncontrolling Interests 23,200 23,664 7,842 Income Taxes Paid 738,841 687,572 265,950 Distributable Operating Earnings $
4,531,103 $ 4,896,211 $ 2,286,984
Insurance Segment Operating Earnings
(545,204) (652,551) - Realized Performance Income (2,176,658) (2,141,596) (1,165,699) Realized Performance Income Compensation 1,333,526 1,239,177 697,071 Realized Investment Income (1,134,419) (1,613,244) (644,659) Realized Investment Income Compensation 159,003 241,994 106,830 Fee Related Earnings $
2,167,351 $ 1,969,991 $ 1,280,527
Insurance Segment Operating Earnings
545,204 652,551 - Realized Performance Income 2,176,658 2,141,596 1,165,699 Realized Performance Income Compensation (1,333,526) (1,239,177) (697,071) Realized Investment Income 1,134,419 1,613,244 644,659 Realized Investment Income Compensation (159,003) (241,994) (106,830) Depreciation and Amortization 33,809 25,940 18,626 Adjusted EBITDA $ 4,564,912 $ 4,922,151 $ 2,305,610
(1)Represents equity-based compensation expense in connection with the
allocation of KKR Holdings Units, which were not dilutive to common stockholders
of
(2)For the year ended December 31, 2022, strategic corporate transaction-related charges include a $40.7 million realized loss from foreign exchange derivatives that were entered in connection with the acquisition of KJRM and that were settled upon closing.
(3)Amounts include the portion allocable to noncontrolling interests (~37%).
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As of December 31, 2022 December 31, 2021
($ in thousands)
Preferred Stock, Common Stock
$ 16,613,028 $ 16,466,372 Series C Mandatory Convertible Preferred Stock 1,115,792 1,115,792 Impact of Consolidation and Other 399,318 (1,048,569) KKR Holdings and Exchangeable Securities 126,519 8,595,510 Accumulated Other Comprehensive Income (AOCI) and Other (Insurance) 5,549,215 259,777 Book Value $ 23,803,872 $ 25,388,882
The following table provides a reconciliation of KKR's GAAP Shares of Common
Stock Outstanding to Adjusted Shares:
As of December 31, 2022 December 31, 2021 GAAP Shares of Common Stock Outstanding 861,110,478 595,663,618
Adjustments:
KKR Holdings Units - 258,726,163 Exchangeable Securities (1) 2,695,142 1,376,655 Common Stock - Series C Mandatory Convertible Preferred Stock (2) 26,822,570 26,822,600 Adjusted Shares (3) 890,628,190 882,589,036 Unvested Equity Awards and Exchangeable Securities (4) 35,457,274 39,000,561 (1)Consists of vested restricted holdings units granted under our 2019 Equity Incentive Plan, which are exchangeable for shares ofKKR & Co. Inc. common stock on a one-for-one basis. (2)Assumes that all shares of Series C Mandatory Convertible Preferred Stock have been converted into shares ofKKR & Co. Inc. common stock on December 31, 2022 and December 31, 2021.
(3)Amounts exclude unvested equity awards granted under our Equity Incentive
Plans.
(4)Represents equity awards granted under our Equity Incentive Plans. Excludes
market condition awards that did not meet their market-price based vesting
conditions as of December 31, 2022 and December 31, 2021.
Liquidity
We manage our liquidity and capital requirements by (i) focusing on our cash flows before the consolidation of our funds and CFEs and the effect of changes in short term assets and liabilities, which we anticipate will be settled for cash within one year, and (ii) seeking to maintain access to sufficient liquidity through various sources. The overall liquidity framework and cash management approach of our insurance business are also based on seeking to build an investment portfolio that is cash flow matched, providing cash inflows from insurance assets that meet our insurance companies' expected cash outflows to pay their liabilities. Our primary cash flow activities typically involve: (i) generating cash flow from operations; (ii) generating income from investment activities, by investing in investments that generate yield (namely interest and dividends), as well as through the sale of investments and other assets; (iii) funding capital commitments that we have made to, and advancing capital to, our funds and CLOs; (iv) developing and funding new investment strategies, investment products, and other growth initiatives, including acquisitions of other investments, assets, and businesses; (v) underwriting and funding commitments in our capital markets business; (vi) distributing cash flow to our stockholders and holders of our preferred stock; and (vii) paying borrowings, interest payments, and repayments under credit agreements, our senior and subordinated notes, and other borrowing arrangements. See "-Liquidity-Liquidity Needs-Dividends."
See "-Business Environment" for more information on factors that may impact our
business, financial performance, operating results and valuations.
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Sources of Liquidity
Our primary sources of liquidity consist of amounts received from: (i) our operating activities, including the fees earned from our funds, portfolio companies, and capital markets transactions; (ii) realizations on carried interest from our investment funds; (iii) interest and dividends from investments that generate yield, including our investments in CLOs; (iv) in our insurance business, cash inflows in respect of new premiums, policyholder deposits, reinsurance transactions and funding agreements, including through memberships in Federal Home Loan Banks; (v) realizations on and sales of investments and other assets, including the transfers of investments or other assets for fund formations (including CLOs and other investment vehicles); and (vi) borrowings, including advances under our revolving credit facilities, debt offerings, repurchase agreements, and other borrowing arrangements. In addition, we may generate cash proceeds from issuances of our or our subsidiaries' equity securities. Many of our investment funds like our private equity and real assets funds provide for carried interest. With respect to our carry-paying investment funds, carried interest is eligible to be distributed to the general partner of the fund only after all of the following are met: (i) a realization event has occurred (e.g., sale of a portfolio company, dividend, etc.); (ii) the vehicle has achieved positive overall investment returns since its inception, in excess of performance hurdles where applicable, and is accruing carried interest; and (iii) with respect to investments with a fair value below cost, cost has been returned to fund investors in an amount sufficient to reduce remaining cost to the investments' fair value. Even after all of the preceding conditions are met, the general partner of the fund may, in its sole discretion, decide to defer the distribution of carried interest to it to a later date. In addition, these funds generally include what is called a "clawback" provision, which provides that the general partner must return any carried interest that is paid in excess of what the general partner is entitled to receive at the end of the term of the fund, as discussed further below. As of December 31, 2022, certain of our investment funds had met the first and second criteria, as described above, but did not meet the third criteria. In these cases, carried interest accrues on the consolidated statement of operations, but will not be distributed in cash to us as the general partner of an investment fund upon a realization event. For a fund that has a fair value above cost, overall, and is otherwise accruing carried interest, but has one or more investments where fair value is below cost, the shortfall between cost and fair value for such investments is referred to as a "netting hole." When netting holes are present, realized gains on individual investments that would otherwise allow the general partner to receive carried interest distributions are instead used to return invested capital to our funds' limited partners in an amount equal to the netting hole. Once netting holes have been filled with either (a) return of capital equal to the netting hole for those investments where fair value is below cost or (b) increases in the fair value of those investments where fair value is below cost, then realized carried interest will be distributed to the general partner upon a realization event. A fund that is in a position to pay cash carry refers to a fund for which carried interest is expected to be paid to the general partner upon the next material realization event, which includes funds with no netting holes as well as funds with a netting hole that is sufficiently small in size such that the next material realization event would be expected to result in the payment of carried interest. Strategic investor partnerships with fund investors may require netting across the various funds in which they invest, which may reduce the carried interest we otherwise would have earned if such fund investors were to have invested in our funds without the existence of the strategic investor partnership. As of December 31, 2022, there was no netting hole in excess of $50 million at any of our investment funds that had a fair value above cost, overall, and is otherwise accruing carried interest. In accordance with the criteria set forth above, other funds currently have and may in the future develop netting holes, and netting holes for those and other funds may otherwise increase or decrease in the future. There are also investment funds that are not accruing carried interest and do not have a netting hole although they may be in a clawback position. If the investment fund has distributed carried interest, but subsequently does not have sufficient value to provide for the distribution of carried interest at the end of the life of the investment fund, the general partner is typically required to return previously distributed carried interest to the fund investors. Although our current and former employees who received distributions of carried interest subject to clawback are required to return them to KKR, it is KKR's obligation to return carried interest subject to clawback to the fund investors. As of December 31, 2022, approximately $520 million of carried interest was subject to this clawback obligation, assuming that all applicable carry-paying funds and their alternative investment vehicles were liquidated at their December 31, 2022 fair values. As of December 31, 2022, Asia Fund II is the only investment fund with a clawback obligation in excess of $50 million. See Note 25 "Commitments and Contingencies-Contingent Repayment Guarantees" in our financial statements included elsewhere in this report for further information.
We have access to funding under various credit facilities, other borrowing
arrangements and other sources of liquidity that we have entered into with major
financial institutions or which we receive from the capital markets.
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For a discussion of our debt obligations, including our debt securities,
revolving credit agreements and loans, see Note 17 "Debt Obligations" in our
financial statements.
Liquidity Needs
We expect that our (including Global Atlantic's) primary liquidity needs will
consist of cash required to meet various obligations, including, without
limitation, to:
•continue to support and grow our Asset Management business lines, including seeding new investment strategies, supporting capital commitments made by our vehicles to existing and future funds, co-investments and any net capital requirements of our capital markets companies and otherwise supporting the investment vehicles that we sponsor;
•continue to support and grow our insurance business;
•grow and expand our businesses generally, including by acquiring or launching
new, complementary or adjacent businesses;
•warehouse investments in portfolio companies or other investments for the benefit of one or more of our funds, accounts or CLOs or other investment vehicles pending the contribution of committed capital by the fund investors in such vehicles, and advancing capital to them for operational or other needs;
•service debt obligations including the payment of obligations at maturity, on
interest payment dates or upon redemption, as well as any contingent
liabilities, including from litigation, that may give rise to future cash
payments, including funding requirements to levered investment vehicles or
structured transactions;
•fund cash operating expenses and contingencies, including for litigation
matters and guarantees;
•pay corporate income taxes and other taxes;
•pay policyholders and amounts in our insurance business related to investment,
reinvestment, reinsurance or funding agreement activity;
•pay amounts that may become due under our tax receivable agreement;
•pay cash dividends in accordance with our dividend policy for our common stock
or the terms of our preferred stock, if any;
•underwrite commitments, advance loan proceeds and fund syndication commitments
within our capital markets business;
•post or return collateral in respect of derivative contracts;
•acquire other assets for our Principal Activities business line, including
other businesses, investments and assets, some of which may be required to
satisfy regulatory requirements for our capital markets business or risk
retention requirements for CLOs (to the extent they may apply);
•address capital needs of regulated subsidiaries as well as non-regulated
subsidiaries; and
•repurchase shares of our common stock or retire equity awards pursuant to the
share repurchase program or repurchase or redeem other securities issued by us.
For a discussion of KKR's share repurchase program, see Note 23 "Equity" in our
financial statements.
Capital Commitments The agreements governing our active investment funds generally require the general partners of the funds to make minimum capital commitments to such funds, which generally range from 2% to 8% of a fund's total capital commitments at final closing, but may be greater for certain funds (i) where we are pursuing newer strategies, (ii) where third party investor demand is limited, and (iii) where a larger commitment is consistent with the asset allocation strategy for our Principal Activities business line, including core investments and exposure to theAsia-Pacific region . 196
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The following table presents our uncalled commitments to our active investment
funds and other vehicles as of December 31, 2022:
Uncalled Commitments Private Equity ($ in millions) Core Investment Vehicles $ 3,883 European Fund VI 750 Asian Fund IV 367 North America Fund XIII 359 Next Generation Technology Growth Fund III 196 Global Impact Fund II 145 Health Care Strategic Growth Fund II 127 Other Private Equity Vehicles 1,543 Total Private Equity Commitments 7,370 Real Assets Asia Pacific Infrastructure Investors II 357 Global Infrastructure Investors IV 272 Asia Real Estate Partners 162 Real Estate Partners Americas III 91 Diversified Core Infrastructure Fund 87 Real Estate Partners Europe II 81 Real Estate Credit Opportunity Partners II 17 Other Real Assets Vehicles 782 Total Real Assets Commitments 1,849 Credit and Liquid Strategies Asset-Based Finance Partners 97 Asia Credit 97 Dislocation Opportunities Fund 84 Lending Partners III 12 Lending Partners Europe II 11 Other Credit and Liquid Strategies Vehicles 916 Total Credit and Liquid Strategies Commitments 1,217 Total Uncalled Commitments $ 10,436
Other Commitments
In addition to the uncalled commitments to our investment funds as shown above, KKR has entered into contractual commitments primarily with respect to underwriting transactions, debt financing, revolving credit facilities, and equity syndications in our Capital Markets business line. As of December 31, 2022, these commitments amounted to $0.7 billion. Whether these amounts are actually funded, in whole or in part, depends on the contractual terms of such commitments, including the satisfaction or waiver of any conditions to closing or funding. Our capital markets business has arrangements with third parties, which reduce our risk under certain circumstances when underwriting certain debt transactions, and thus our unfunded commitments as of December 31, 2022 have been reduced to reflect the amount to be funded by such third parties. In the case of purchases of investments or assets in our Principal Activities business line, the amount to be funded includes amounts that are intended to be syndicated to third parties, and the actual amounts to be funded may be less. For more information about our Capital Markets business line's risks, see "Risks Related to Our Business-Our capital markets activities expose us to material risks." 197
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From time to time, we fund various underwriting, syndication and fronting commitments in our capital markets business in connection with the arranging or underwriting of loans, securities or other financial instruments, for which we may draw all or substantially all of our availability for borrowings under our available credit facilities. We generally expect these borrowings by our Capital Markets business line to be repaid promptly as these commitments are syndicated to third parties or otherwise fulfilled or terminated, although we may in some instances elect to retain a portion of the commitments for our own investment. For more information about our Capital Markets business line's risks, see "Risks Related to Our Business-Our capital markets activities expose us to material risks" in this report. Tax Receivable Agreement On May 30, 2022, KKR terminated the tax receivable agreement with KKR Holdings other than with respect to exchanges of KKR Holdings Units completed prior to such date. As of December 31, 2022, an undiscounted payable of $420.6 million has been recorded in due to affiliates in the financial statements representing management's best estimate of the amounts currently expected to be owed for certain exchanges of KKR Holdings Units that took place prior to the termination of the tax receivable agreement. As of December 31, 2022, approximately $60.4 million of cumulative cash payments have been made under the tax receivable agreement since inception.
Dividends
A dividend of $0.155 per share of our common stock has been declared and will be paid on March 7, 2023 to holders of record of our common stock as of the close of business on February 17, 2023.
A dividend of $0.75 per share of Series C Mandatory Convertible Preferred Stock
has been declared and set aside for payment on March 15, 2023 to holders of
record of Series C Mandatory Convertible Preferred Stock as of the close of
business on March 1, 2023.
WhenKKR & Co. Inc. receives distributions from KKR Group Partnership, holders of exchangeable securities receive their pro rata share of such distributions from KKR Group Partnership. The declaration and payment of dividends to our common stockholders will be at the sole discretion of our Board of Directors, and our dividend policy may be changed at any time. We announced on February 7, 2023 that our current dividend policy will be to pay dividends to holders of our common stock in an annual aggregate amount of $0.66 per share (or a quarterly dividend of $0.165 per share) beginning with the dividend to be announced with the results for the first quarter of 2023. The declaration of dividends is subject to the discretion of our Board of Directors based on a number of factors, including KKR's future financial performance and other considerations that the Board of Directors deems relevant, and compliance with the terms ofKKR & Co. Inc.'s certificate of incorporation and applicable law. ForU.S. federal income tax purposes, any dividends we pay (including dividends on our preferred stock) generally will be treated as qualified dividend income forU.S. individual stockholders to the extent paid out of our current or accumulated earnings and profits, as determined forU.S. federal income tax purposes. There can be no assurance that future dividends will be made as intended or at all or that any particular dividend policy for our common stock will be maintained. Furthermore, the declaration and payment of distributions by KKR Group Partnership and our other subsidiaries may also be subject to legal, contractual and regulatory restrictions, including restrictions contained in our debt agreements and the terms of the preferred units of KKR Group Partnership.
Contractual Obligations, Commitments and Contingencies
In the ordinary course of business, we (including Global Atlantic) and our consolidated funds and CFEs enter into contractual arrangements that may require future cash payments. Contractual arrangements include (1) commitments to fund the purchase of investments or other assets (including obligations to fund capital commitments as the general partner of our investment funds) or to fund collateral for derivative transactions or otherwise, (2) obligations arising under our senior notes, subordinated notes, and other indebtedness, (3) commitments by our capital markets business to underwrite transactions or to lend capital, (4) obligations arising under insurance policies written, (5) other contractual obligations, including servicing agreements with third-party administrators for insurance policy administration, and (6) commitments to fund the business, operations or investments of our subsidiaries. In addition, we may incur contingent liabilities for claims that may be made against us in the future. For more information about these contingent liabilities, please see Note 25 "Commitments and Contingencies" in our financial statements. 198
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The following table sets forth information relating to anticipated future cash payments as of December 31, 2022 excluding consolidated funds and CFEs with a reconciliation of such amounts to anticipated future cash payments by us (including Global Atlantic) and our consolidated funds and CFEs. Payments due by Period Types of Contractual Obligations <1 Year 1-3 Years 3-5 Years >5 Years Total ($ in millions) Asset Management Uncalled commitments to investment funds (1) $ 10,436.0 $ - $ - $ - $ 10,436.0 Debt payment obligations (2) 189.5 37.9 275.9 7,368.6 7,871.9 Interest obligations on debt payment obligations (3) 334.0 567.4 565.1 4,084.2 5,550.7 Underwriting commitments (4) 6.1 - - - 6.1 Lending commitments (5) 507.1 - - - 507.1 Purchase commitments (6) 141.1 - - - 141.1 Lease obligations 45.6 94.5 68.3 192.6 401.0 Insurance (7) Policy liabilities (8) 13,623.9 29,730.8 24,036.3 102,686.6 170,077.6 Debt payment obligations (9) - - 400.0 1,900.0 2,300.0 Interest obligations on debt payment obligations (10) 103.0 206.0 205.0 1,517.0
2,031.0
Purchase and lease commitments (11) 60.9 97.6 63.0 347.8
569.3
Total Contractual Obligations of KKR $
25,447.2 $ 30,734.2 $ 25,613.6 $ 118,096.8
$ 199,891.8 (+) Uncalled commitments of consolidated funds (12) 19,423.9 - - -
19,423.9
(+) Debt payment obligations of consolidated funds, CFEs and Other
(13)
2,266.7 900.5 980.8 29,470.8
33,618.8
(+) Corporate real estate borrowings (14) 490.0 - - -
490.0
(+) Interest obligations of consolidated funds, CFEs and Other (15)
1,660.1 2,896.4 2,797.6 6,034.7
13,388.8
Total Consolidated Contractual Obligations $
49,287.9 $ 34,531.1 $ 29,392.0 $ 153,602.3
$ 266,813.3
(1)These uncalled commitments represent amounts committed by us to fund a portion of the purchase price paid for each investment made by our investment funds which are actively investing. Because capital contributions are due on demand, the above commitments have been presented as falling due within one year. However, given the size of such commitments and the pace at which our investment funds make investments, we expect that the capital commitments presented above will be called over a period of several years. See "-Liquidity Needs" and Note 17 "Debt Obligations" in our financial statements. (2)Amounts include senior notes and subordinated notes issued by KKR and its subsidiaries. KFN's debt obligations are non-recourse to KKR beyond the assets of KFN. (3)These interest obligations on debt represent estimated interest to be paid over the term of the related debt obligation, which has been calculated assuming the debt outstanding at December 31, 2022 is not repaid until its maturity. Future interest rates are assumed to be those in effect as of December 31, 2022, including both variable and fixed rates, as applicable, provided for by the relevant debt agreements. The amounts presented above include accrued interest on outstanding indebtedness.
(4)Represents various commitments in our capital markets business in connection
with the underwriting of loans, securities and other financial instruments.
These commitments are shown net of amounts syndicated.
(5)Represents obligations in our capital markets business to lend under various
revolving credit facilities.
(6)Represents commitments of KKR's asset management business line including KFN
to fund the purchase of various investments.
(7)Global Atlantic has other obligations related to collateral payable held for derivative instruments ($466.4 million) and outstanding commitments to make investments in commercial mortgage loans, other lending facilities and other investments ($3.3 billion) which have not been included in the above table as the exact timing of these payments cannot be estimated. GlobalAtlantic's debt obligations are non-recourse to KKR beyond the assets of Global Atlantic. (8)Policy liabilities for insurance obligations consist of amounts required to meet future obligations for future policy benefits and policy account balances. Amounts presented in the table represent estimated cash payments under such contracts, including significant assumptions related to the receipt of future premiums, mortality, lapse, renewal, withdrawal, and annuitization comparable with actual experience. These assumptions also include market growth and policy crediting consistent with assumptions used in amortizing DAC. All estimated cash payments are not discounted to present value. Accordingly, the total of cash flows presented for all years of $170.1 billion significantly exceeds total policy liabilities of $141.2 billion recorded on the statements of financial condition as of December 31, 2022. Estimated cash payments are also presented gross of reinsurance. Due to the significance of the assumptions used, the amounts presented could differ materially from actual results.
(9)The payments due by period for debt obligations reflects the contractual
maturities of principal.
(10)Reflects estimated future interest payments. Future interest on variable rate debt (which includes borrowing under our revolving credit facility and the subordinated debentures) was computed using prevailing rates as of December 31, 2022 and, as such, does not consider the impact of future rate movements. Future interest on fixed rate debt was computed using the stated rate on the obligations. 199
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(11)Reflects operational servicing agreements with third-party administrators
for policy administration.
(12)Represents uncalled commitments of our consolidated funds excluding KKR's portion of uncalled commitments as the general partner of the respective funds. Because capital contributions are due on demand, the above commitments have been presented as falling due within one year. However, given the size of such commitments and the pace at which our investment funds make investments, we expect that the capital commitments presented above will be called over a period of several years. See "-Liquidity Needs" and Note 17 "Debt Obligations" in our financial statements. (13)Amounts include (i) financing arrangements entered into by our consolidated funds with the objective of providing liquidity to the funds of $9.0 billion, (ii) debt securities issued by our consolidated CLOs of $22.3 billion and (iii) borrowings collateralized by fund investments, fund co-investments and other assets held by levered investment vehicles of $2.3 billion. Debt securities issued by consolidated CLO entities are supported solely by the investments held at the CLO vehicles and are not collateralized by assets of any other KKR entity. Borrowings by levered investment vehicles are supported solely by the investments held at the investment vehicles and are not collateralized by assets of any other KKR entity. Obligations under financing arrangements entered into by our consolidated funds are generally limited to our pro rata equity interest in such funds. Our management companies bear no obligations to repay any financing arrangements at our consolidated funds.
(14)Represents a debt obligation in connection with the ownership of KKR office
space.
(15)The interest obligations on debt of our CFEs and other borrowings represent estimated interest to be paid over the term of the related debt obligation, which has been calculated assuming the debt outstanding at December 31, 2022 is not repaid until its maturity. Future interest rates are assumed to be those in effect as of December 31, 2022, including both variable and fixed rates, as applicable, provided for by the relevant debt agreements. The amounts presented above include accrued interest on outstanding indebtedness. The commitment table above excludes contractual amounts owed under the tax receivable agreement because the ultimate amount and timing of the amounts due are not presently known. See "-Liquidity Needs-Tax Receivable Agreement" in this report and "Risk Factors-We will be required to pay our principals for most of the benefits relating to our use of tax attributes we receive from certain prior exchanges of our common stock for KKR Group Partnership Units" in this report.
Off Balance Sheet Arrangements
We do not have any off-balance sheet financings or liabilities other than
contractual commitments and other legal contingencies incurred in the normal
course of our business.
Critical Accounting Policies and Estimates
The preparation of our financial statements in accordance with GAAP requires our management to make estimates and judgments that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities, and reported amounts of fees, capital allocation-based income (loss), expenses, investment income, and income taxes. Our management bases these estimates and judgments on available information, historical experience and other assumptions that we believe are reasonable under the circumstances. However, these estimates, judgments and assumptions are often subjective and may be impacted negatively based on changing circumstances or changes in our analyses. If actual amounts are ultimately different from those estimated, judged or assumed, revisions are included in the financial statements in the period in which the actual amounts become known. We believe our critical accounting policies could potentially produce materially different results if we were to change underlying estimates, judgments or assumptions.
For a further discussion about our critical accounting policies, see Note 2
"Summary of Significant Accounting Policies" in our financial statements
included in this report.
Basis of Accounting
We consolidate the financial results of KKR Group Partnership and its consolidated entities, which include the accounts of our investment advisers, broker-dealers, Global Atlantic's insurance companies, the general partners of certain unconsolidated investment funds, general partners of consolidated investment funds and their respective consolidated investment funds and certain other entities including CFEs. When an entity is consolidated, we reflect the accounts of the consolidated entity, including its assets, liabilities, revenues, expenses, investment income, cash flows and other amounts, on a gross basis. While the consolidation of an investment fund or entity does not have an effect on the amounts of Net Income Attributable to KKR or KKR's stockholders' equity that KKR reports, the consolidation does significantly impact the financial statement presentation under GAAP. This is due to the fact that the accounts of the consolidated entities are reflected on a gross basis while the allocable share of those amounts that are attributable to third parties are reflected as single line items. The single line items in which the accounts attributable to third parties are recorded are presented as noncontrolling interests on the consolidated statements of financial condition and net income (loss) attributable to noncontrolling interests on the consolidated statements of operations. 200
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The presentation in the financial statements reflect the significant industry diversification of KKR by its acquisition of Global Atlantic. GlobalAtlantic operates an insurance business, and KKR operates an asset management business, each of which possess distinct characteristics. As a result, KKR developed a two-tiered presentation approach for the financial statements in this Management's Discussion and Analysis. KKR believes that these separate presentations provide a more informative view of the consolidated financial position and results of operations than traditional aggregated presentations. KKR believes that reporting Global Atlantic's insurance operations separately is appropriate given, among other factors, the relative significance of GlobalAtlantic's policy liabilities, which are not obligations of KKR (other than the insurance companies that issued them). If a traditional aggregated presentation were to be used, KKR would expect to eliminate or combine several identical or similar captions, which would condense the presentations but would reduce transparency. KKR also believes that using a traditional aggregated presentation would result in no new line items compared to the two-tier presentation included in the financial statements in this report. We acquired Global Atlantic on February 1, 2021; accordingly, the results of Global Atlantic's insurance operations included in our consolidated results of operations for the year ended December 31, 2021 are from February 1, 2021 (the closing date of the GA Acquisition) through December 31, 2021.
Consolidation
KKR consolidates all entities that it controls either through a majority voting interest or as the primary beneficiary of variable interest entities ("VIEs"). The following discussion is intended to provide supplemental information about how the application of consolidation principles impact our financial results, and management's process for implementing those principles including areas of significant judgment. For a detailed description of our accounting policy on consolidation, see Note 2 "Summary of Significant Accounting Policies" in our financial statements included in this report. As part of its consolidation procedures, KKR evaluates: (1) whether it holds a variable interest in an entity, (2) whether the entity is a VIE, and (3) whether the KKR's involvement would make it the primary beneficiary. The determination that KKR holds a controlling financial interest in an investment vehicle significantly changes the presentation of our consolidated financial statements. The assessment of whether we consolidate an investment vehicle we manage requires the application of significant judgment. These judgments are applied both at the time we become involved with an investment vehicle and on an ongoing basis and include, but are not limited to: •Determining whether our management fees, carried interests or incentive fees represent variable interests - We make judgments as to whether the fees we earn are commensurate with the level of effort required for those fees and at market rates. In making this judgment, we consider, among other things, the extent of third party investment in the entity and the terms of any other interests we hold in the VIE. •Determining whether a legal entity qualifies as a VIE - For those entities where KKR holds a variable interest, management determines whether each of these entities qualifies as a VIE and, if so, whether or not KKR is the primary beneficiary. The assessment of whether the entity is a VIE is generally performed qualitatively, which requires judgment. These judgments include: (a) determining whether the equity investment at risk is sufficient to permit the entity to finance its activities without additional subordinated financial support, (b) evaluating whether the equity holders, as a group, can make decisions that have a significant effect on the economic performance of the entity, (c) determining whether two or more parties' equity interests should be aggregated, and (d) determining whether the equity investors have proportionate voting rights to their obligations to absorb losses or rights to receive returns from an entity. Entities that do not qualify as VIEs are generally assessed for consolidation as voting interest entities. Under the voting interest entity model, the Company consolidates those entities it controls through a majority voting interest. •Concluding whether KKR has an obligation to absorb losses or the right to receive benefits that could potentially be significant to the VIE - As there is no explicit threshold in GAAP to define "potentially significant," we must apply judgment and evaluate both quantitative and qualitative factors to conclude whether this threshold is met.
Changes to these judgments could result in a change in the consolidation
conclusion for a legal entity.
Fair Value Measurements
Fair value is the price that would be received to sell an asset or paid to
transfer a liability in an orderly transaction between market participants at
the measurement date under current market conditions.
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GAAP establishes a hierarchical disclosure framework which prioritizes and ranks the level of market price observability used in measuring financial instruments at fair value. Investments and other financial instruments measured and reported at fair value are classified and disclosed based on the observability of inputs used in the determination of fair values, as follows:
Level I
Pricing inputs are unadjusted, quoted prices in active markets for identical
assets or liabilities as of the measurement date.
Level II
Pricing inputs are other than quoted prices in active markets, which are either directly or indirectly observable as of the measurement date, and fair value is determined through the use of models or other valuation methodologies.
Level III
Pricing inputs are unobservable for the financial instruments and include situations where there is little, if any, market activity for the financial instrument. The inputs into the determination of fair value require significant management judgment or estimation. The valuation of our Level III investments at December 31, 2022 represents management's best estimate of the amounts that we would anticipate realizing on the sale of these investments in an orderly transaction at such date. In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, the level in the fair value hierarchy within which the fair value measurement in its entirety falls has been determined based on the lowest level input that is significant to the fair value measurement in its entirety.
Level III Valuation Methodologies
Our investments and financial instruments are impacted by various economic conditions and events outside of our control that are difficult to quantify or predict, which may have a significant impact on the valuation of our investments and, therefore, on the carried interest and investment income we realize. Additionally, a change in interest rates could have a significant impact on valuations. Across the total Level III private equity investment portfolio (including core private equity investments), and including investments in both consolidated and unconsolidated investment funds, approximately 55% of the fair value is derived from investments that are valued based exactly 50% on market comparables and 50% on a discounted cash flow analysis. Less than 5% of the fair value of this Level III private equity investment portfolio is derived from investments that are valued either based 100% on market comparables or 100% on a discounted cash flow analysis. As of December 31, 2022, the overall weights ascribed to the market comparables methodology, the discounted cash flow methodology, and a methodology based on pending sales for this portfolio of Level III private equity investments were 38%, 55%, and 7%, respectively. There is inherent uncertainty involved in the valuation of Level III investments, and there is no assurance that, upon liquidation, KKR will realize the values reflected in our valuations. Our valuations may differ significantly from the values that would have been used had an active market for the investments existed, and it is reasonably possible that the difference could be material. See "-Business Environment" for more information on factors that may impact our business, financial performance, operating results and valuations.
Key unobservable inputs that have a significant impact on our Level III
valuations as described above are included in Note 10 "Fair Value Measurements"
in our financial statements.
Level III Valuation Process
The valuation process involved for Level III measurements is completed on a
quarterly basis and is designed to subject the valuation of Level III
investments to an appropriate level of consistency, oversight, and review.
For private equity and real asset investments classified as Level III, investment professionals prepare preliminary valuations based on their evaluation of financial and operating data, company specific developments, market valuations of comparable companies and other factors. KKR begins its procedures to determine the fair values of its Level III assets approximately one month prior to the end of a reporting period, and KKR follows additional procedures to ensure that its determinations of fair value for its Level III assets are appropriate as of the relevant reporting date. These preliminary valuations are reviewed by an independent valuation firm engaged by KKR to perform certain procedures in order to assess the reasonableness of KKR's valuations annually for all Level III private equity and real asset investments and quarterly for 202
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investments other than certain investments, which have values less than preset value thresholds and which in the aggregate comprise less than 1% of the total value of KKR's Level III private equity and real asset investments. The valuations of certain real asset investments are determined solely by independent valuation firms without the preparation of preliminary valuations by our investment professionals, and instead such independent valuation firms rely on valuation information available to it as a broker or valuation firm. For credit investments, an independent valuation firm is generally engaged by KKR to assist with the valuations of most investments classified as Level III. The valuation firm either provides a value, provides a valuation range from which KKR's investment professionals select a point in the range to determine the valuation, or performs certain procedures in order to assess the reasonableness of KKR's valuations. After reflecting any input from the independent valuation firm, the valuation proposals are submitted for review and approval by KKR's valuation committees. As of December 31, 2022, less than 3% of the total value of our Level III credit investments were not valued with the engagement of an independent valuation firm. For Level III investments in Asset Management, KKR has a global valuation committee that is responsible for coordinating and implementing the firm's valuation process to ensure consistency in the application of valuation principles across portfolio investments and between periods. The global valuation committee is assisted by the asset class-specific valuation committees that exist for private equity (including core equity investments and certain impact investments), growth equity (including certain impact investments), real estate, energy, infrastructure and credit. The asset class-specific valuation committees are responsible for the review and approval of all preliminary Level III valuations in their respective asset classes on a quarterly basis. The members of these valuation committees are comprised of investment professionals, including the heads of each respective strategy, and professionals from business operations functions such as legal, compliance and finance, who are not primarily responsible for the management of the investments. All Level III valuations for investments in Asset Management are also subject to approval by the global valuation committee, which is comprised of senior employees including investment professionals and professionals from business operations functions, and includes KKR's Co-Chief Executive Officers and its Chief Financial Officer, Chief Legal Officer, General Counsel, and Chief Compliance Officer. When valuations are approved by the global valuation committee after reflecting any input from it, the valuations of Level III investments, as well as the valuations of Level I and Level II investments, are presented to the Audit Committee of the Board of Directors ofKKR & Co. Inc. and are then reported to the Board of Directors. Level III investments held by Global Atlantic are valued on the basis of pricing services, broker-dealers or internal models. GlobalAtlantic performs a quantitative and qualitative analysis and review of the information and prices received from independent pricing services as well as broker-dealers to verify that it represents a reasonable estimate of fair value. As of December 31, 2022, approximately 87% of these investments were priced via external sources, while approximately 13% were valued on the basis of internal models. For all the internally developed models, Global Atlantic seeks to verify the reasonableness of fair values by analyzing the inputs and other assumptions used. These preliminary valuations are reviewed, based on certain thresholds, by an independent valuation firm engaged by Global Atlantic to perform certain procedures in order to assess the reasonableness of Global Atlantic's valuations. When valuations are approved by Global Atlantic's management, the valuations of its Level III investments, as well as the valuations of Level I and Level II investments, are presented to the Audit Committee of the Board of Directors ofKKR & Co. Inc. and are then reported to the Board of Directors. As of December 31, 2022, upon completion by, where applicable, independent valuation firms of certain limited procedures requested to be performed by them on certain Level III investments, the independent valuation firms concluded that the fair values, as determined by KKR (including Global Atlantic), of those investments reviewed by them were reasonable. The limited procedures did not involve an audit, review, compilation or any other form of examination or attestation under generally accepted auditing standards and were not conducted on all Level III investments. We are responsible for determining the fair value of investments in good faith, and the limited procedures performed by an independent valuation firm are supplementary to the inquiries and procedures that we are required to undertake to determine the fair value of the commensurate investments. As described above, Level II and Level III investments were valued using internal models with significant unobservable inputs, and our determinations of the fair values of these investments may differ materially from the values that would have resulted if readily observable inputs had existed. Additional external factors may cause those values, and the values of investments for which readily observable inputs exist, to increase or decrease over time, which may create volatility in our earnings and the amounts of assets and stockholders' equity that we report from time to time. Changes in the fair value of investments impacts the amount of carried interest that is recognized as well as the amount of investment income that is recognized for investments held directly in Asset Management and through our consolidated funds as described below. We estimate that an immediate 10% decrease in the fair value of investments held directly and through consolidated investment funds generally would result in a commensurate change in the amount of net gains (losses) from investment activities for investments held directly and through investment funds and a more significant impact to the amount of 203
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carried interest recognized, regardless of whether the investment was valued using observable market prices or management estimates with significant unobservable pricing inputs. With respect to consolidated investment funds, the impact that the consequential decrease in investment income would have on net income attributable to KKR would generally be significantly less than the amount described above, given that a majority of the change in fair value of our consolidated funds would be attributable to noncontrolling interests and therefore we are only impacted to the extent of our carried interest and our balance sheet investments. With respect to Insurance, a decrease in investment income for certain assets where investment gains and losses are recognized through the statement of operations would impact KKR only to the extent of our economic ownership interest in Global Atlantic. As of December 31, 2022, there were no investments which represented greater than 5% of total investments on a GAAP basis. On a non-GAAP basis, as of December 31, 2022, investments which represented greater than 5% of total non-GAAP investments consisted ofUSI, Inc. andPetVet Care Centers, LLC and valued at $1,300 million and $1,143 million, respectively. Our investment income on a GAAP basis and our book value can be impacted by volatility in the public markets related to our holdings of publicly traded securities, including our sizable holdings of Crescent Energy. See "-Business Environment" for a discussion of factors that may impact the valuations of our investments, financial results, operating results and valuations, and "-Non-GAAP Balance Sheet Measures" for additional information regarding our largest holdings on a non-GAAP basis. Business Combinations KKR accounts for business combinations using the acquisition method of accounting, under which the purchase price of the acquisition is allocated to the assets acquired and liabilities assumed using the fair values determined by management as of the acquisition date. Management's determination of fair value of assets acquired and liabilities assumed at the acquisition date is based on the best information available in the circumstances and may incorporate management's own assumptions and involve a significant degree of judgment. We use our best estimates and assumptions to accurately assign fair value to the tangible and identifiable intangible assets acquired and liabilities assumed at the acquisition date as well as the useful lives of those acquired intangible assets. Examples of critical estimates in valuing certain of the intangible assets we have acquired include, but are not limited to, future expected cash inflows and outflows, future fundraising assumptions, expected useful life, discount rates and income tax rates. Our estimates for future cash flows are based on historical data, various internal estimates and certain external sources, and are based on assumptions that are consistent with the plans and estimates we are using to manage the underlying assets acquired. We estimate the useful lives of the intangible assets based on the expected period over which we anticipate generating economic benefit from the asset. We base our estimates on assumptions we believe to be reasonable but that are unpredictable and inherently uncertain. Unanticipated events and circumstances may occur that could affect the accuracy or validity of such assumptions, estimates or actual result.
Income Taxes
Significant judgment is required in estimating the provision for (benefit from) income taxes, current and deferred tax balances (including valuation allowance), accrued interest or penalties and uncertain tax positions. In evaluating these judgments, we consider, among other items, projections of taxable income (including the character of such income), beginning with historic results and incorporating assumptions of the amount of future pretax operating income. These assumptions about future taxable income require significant judgment and are consistent with the plans and estimates that KKR uses to manage its business. As of December 31, 2022, a portion of the deferred tax assets are not considered to be more likely than not to be realized. For that portion of the deferred tax assets for Global Atlantic, a valuation allowance has been recorded. Revisions in estimates and/or actual costs of a tax assessment may ultimately be materially different from the recorded accruals and unrecognized tax benefits, if any. Please see Note 19 "Income Taxes" in our financial statements in this report for further details.
Critical Accounting Policies and Estimates - Asset Management
Revenues
Fees and Other
Fees and other consist primarily of (i) management and incentive fees from
providing investment management services to unconsolidated funds, CLOs, other
vehicles, and separately managed accounts; (ii) transaction fees earned in
connection with successful investment transactions and from capital markets
activities; (iii) monitoring fees from providing services to portfolio
companies; (iv) expense reimbursements from certain investment funds and
portfolio companies; and (v) consulting fees. These
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fees are based on the contractual terms of the governing agreements and are recognized when earned, which coincides with the period during which the related services are performed and in the case of transaction fees, upon closing of the transaction. Monitoring fees may provide for a termination payment following an initial public offering or change of control. These termination payments are recognized in the period when the related transaction closes. Transaction fee calculations and management fee calculations based on committed capital or invested capital typically do not require discretion and therefore do not require the use of significant estimates or judgments. Management fee calculations based on net asset value depend on the fair value of the underlying investments within the investment vehicles. Estimates and assumptions are made when determining the fair value of the underlying investments within the funds and could vary depending on the valuation methodology that is used as well as economic conditions.
Capital Allocation-Based Income (Loss)
Capital allocation-based income (loss) is earned from those arrangements whereby KKR serves as general partner and includes income or loss from KKR's capital interest as well as "carried interest" which entitles KKR to a disproportionate allocation of investment income or loss from an investment fund's limited partners. Carried interest is recognized upon appreciation of the funds' investment values above certain return hurdles set forth in their partnership agreement. KKR recognizes revenues attributable to capital allocation-based income based upon the amount that would be due pursuant to the fund partnership agreement at each period end as if the funds were terminated at that date. Accordingly, the amount recognized reflects KKR's share of the gains and losses of the associated funds' underlying investments measured at their then-current fair values relative to the fair values as of the end of the prior period. Because of the inherent uncertainty in measuring the fair value of investments in the absence of observable market prices as previously discussed, these estimated values may differ significantly from the values that would have been used had a ready market for the investments existed, and it is reasonably possible that the difference could be material. Expenses Compensation and Benefits
Compensation and Benefits expense includes (i) base cash compensation consisting
of salaries and wages, (ii) benefits, (iii) carry pool allocations, (iv)
equity-based compensation and (v) discretionary cash bonuses.
To supplement base cash compensation, benefits, carry pool allocations, and equity-based compensation, we typically pay discretionary cash bonuses, which are included in Compensation and Benefits expense in the consolidated statements of operations, based principally on the level of (i) management fees and other fee revenues (including incentive fees), (ii) realized carried interest and (iii) realized investment income earned during the year. The amounts paid as discretionary cash bonuses, if any, are at our sole discretion and vary from individual to individual and from period to period, including having no cash bonus. We accrue discretionary cash bonuses when payment becomes probable and reasonably estimable which is generally in the period when we make the decision to pay discretionary cash bonuses and is based upon a number of factors, including the recognition of fee revenues, realized carried interest, realized investment income and other factors determined during the year. Beginning in 2021, we expect to pay our employees by assigning a percentage range to each component of asset management segment revenues. Based on the current components and blend of our asset management segment revenues on an annual basis, we expect to use approximately: (i) 2025% of fee related revenues, (ii) 6070% of realized carried interest and incentive fees not included in fee related performance revenues or earned from our hedge fund partnerships, and (iii) 1020% of realized investment income and hedge fund partnership incentive fees to pay our asset management employees. Because these ranges are applied to applicable asset management segment revenue components independently, and on an annual basis, the amount paid as a percentage of total asset management segment revenue will vary and will, for example, likely be higher in a period with relatively higher realized carried interest and lower in a period with relatively lower realized carried interest. We decide whether to pay a discretionary cash bonus and determine the percentage of applicable revenue components to pay compensation only upon the occurrence of the realization event. There is no contractual or other binding obligation that requires us to pay a discretionary cash bonus to the asset management employees, except in limited circumstances. Assuming that we had accrued compensation of (i) 65% of the unrealized carried interest earned by the funds that allocate 40% and 43% to the carry pool and (ii) 15% of the unrealized net gains in our Principal Activities business line (in each case at the mid-point of the ranges above),KKR & Co. Inc. Stockholders' Equity - Common Stock as of December 31, 2022 would have been reduced by approximately $1.46 per share, compared to our reported $19.29 per share on such date, and our book value as of December 31, 2022 would have been reduced by approximately $1.42 per adjusted share, compared to our reported book value of $26.73 per adjusted share on such date. 205
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Carry Pool Allocation
With respect to our funds that provide for carried interest, we allocate a portion of the realized and unrealized carried interest that we earn to a carry pool established at KKR Associates Holdings L.P., which is not a KKR subsidiary, from which our asset management employees and certain other carry pool participants are eligible to receive a carried interest allocation. The allocation is determined based upon a fixed arrangement between KKR Associates Holdings and us, and we do not exercise discretion on whether to make an allocation to the carry pool upon a realization event. These amounts are accounted for as compensatory profit sharing arrangements in Accrued Expenses and Other Liabilities within the accompanying consolidated statements of financial condition in conjunction with the related carried interest income and are recorded as compensation expense. Upon a reversal of carried interest income, the related carry pool allocation, if any, is also reversed. Accordingly, such compensation expense is subject to both positive and negative adjustments. In February 2021, with the approval of a majority of our independent directors, KKR amended the percentage of carried interest that is allocable to the carry pool to 65% for (i) current investment funds for which no or de minimis amounts of carried interest was accrued as of December 31, 2020 and (ii) all future funds. For all other funds, the percentage of carried interest remains 40% or 43%, as applicable. The percentage of carried interest allocable to the carry pool may be increased above 65% only with the approval of a majority of our independent directors. To account for the difference in the carry pool allocation percentages, we expect to use a portion of realized carried interest from the older funds equal to the difference between 65% and 40% or 43%, as applicable, to supplement the carry pool and to pay amounts as discretionary cash bonus compensation as described above to our asset management employees. The amounts paid as discretionary cash bonuses, if any, are at our discretion and vary from individual to individual and from period to period, including having no cash bonus at all for certain employees. See "-Revenues-Capital Allocation-Based Income (Loss)" and "-Compensation and Benefits" above. On the Sunset Date (which will not be later than December 31, 2026), KKR will acquire control of KKR Associates Holdings and will commence making decisions regarding the allocation of carry proceeds pursuant to the limited partnership agreement of KKR Associates Holdings. Until the Sunset Date, our Co-Founders will continue to make decisions regarding the allocation of carry proceeds to themselves and others, pursuant to the limited partnership agreement of KKR Associates Holdings, provided that any allocation of carry proceeds to the Co-Founders will be on a percentage basis consistent with past practice. For additional information about the Sunset Date and the Reorganization Agreement, please see "Certain Relationships and Related Transactions, and Director Independence" in this report.
Equity-based Compensation
In addition to the cash-based compensation and carry pool allocations as described above, employees receive equity awards under our Equity Incentive Plans, most of which are subject to service-based vesting typically over a three to five-year period from the date of grant, and some of which are also subject to the achievement of market-based conditions. Certain of these awards are subject to post-vesting transfer restrictions and minimum retained ownership requirements. Compensation expense relating to the issuance of equity-based awards is measured at fair value on the grant date. In determining the aggregate fair value of any award grants, we make judgments as to the grant-date fair value, particularly for certain restricted units with a vesting condition based upon market conditions, whose grant date fair values are based on a probability distributed Monte-Carlo simulation. See Note 20 "Equity Based Compensation," in our financial statements included in this report for further discussion and activity of these awards.
Investment Income (Loss) -
Net gains (losses) from investment activities consist of realized and unrealized gains and losses arising from our investment activities as well as income earned from certain equity method investments. Fluctuations in net gains (losses) from investment activities between reporting periods is driven primarily by changes in the fair value of our investment portfolio as well as the realization of investments. The fair value of, as well as the ability to recognize gains from, our investments is significantly impacted by the global financial markets, which, in turn, affects the net gains (losses) from investment activities recognized in any given period. Upon the disposition of an investment, previously recognized unrealized gains and losses are reversed and an offsetting realized gain or loss is recognized in the current period. Since our investments are carried at fair value, fluctuations between periods could be significant due to changes to the inputs to our valuation process over time. For a further discussion of our fair value measurements and fair value of investments, see the above "-Critical Accounting Policies and Estimates-Fair Value Measurements." 206
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Critical Accounting Policies and Estimates - Insurance
Policy liabilities
Policy liabilities (collectively, "reserves,") are the portion of past premiums or assessments received that are set aside to meet future policy and contract obligations as they become due. Interest accrues on the reserves and on future premiums, which may also be available to pay for future obligations. GlobalAtlantic establishes reserves to pay future policy benefits, claims, and certain expenses for its life policies and annuity contracts. GlobalAtlantic's reserves are estimated based on models that include many actuarial assumptions and projections. These assumptions and projections, which are inherently uncertain, involve significant judgment, including assumptions as to the levels and/or timing of premiums, benefits, claims, expenses, interest credits, investment results (including equity market returns), credit spreads, mortality, longevity, and persistency. The assumptions on which reserves are based are intended to represent an estimation of experience for the period that policy benefits are payable. GlobalAtlantic reviews the adequacy of its reserves and the assumptions underlying those reserves at least annually. GlobalAtlantic cannot, however, determine with precision the amount or the timing of actual benefit payments. If actual experience is better than or equal to the assumptions, then reserves would be adequate to provide for future benefits and expenses. If experience is worse than the assumptions, additional reserves may be required to meet future policy and contract obligations. This would result in a charge to our net income during the period in which excess benefits are paid or an increase in reserves occurs. For a majority of Global Atlantic's in-force policies, including its universal life policies and most annuity contracts, the base policy reserve is equal to the account value. For these products, the account value represents its obligation to repay to the policyholder the amounts held on deposit. However, there are several significant blocks of business where policy reserves, in addition to the account value, are explicitly calculated, including variable annuities, fixed-indexed annuities, universal life products with secondary guarantees, indexed universal life and preneed policies.
Guaranteed minimum death benefits ("GMDB")
Some of Global Atlantic's variable annuity and fixed-indexed annuity contracts contain a GMDB feature that provides a guarantee that the benefit received at death will be no less than a prescribed minimum amount, even if the account balance is reduced to zero. This amount is based on either the net deposits paid into the contract, the net deposits accumulated at a specified rate, the highest historical account value on a contract anniversary, or sometimes a combination of these values. If the GMDB is higher than the current account value at the time of death, Global Atlantic incurs a cost equal to the difference.
Guaranteed minimum withdrawal benefits ("GMWB")
GlobalAtlantic issues fixed-indexed annuity and variable annuity contracts with a guaranteed minimum withdrawal feature. GMWB are an optional benefit where the contract owner is entitled to withdraw a maximum amount of their benefit base each year. Once exercised, living benefit features provide annuity policyholders with a minimum guaranteed stream of income for life. A policyholder's annual income benefit is generally based on an annual withdrawal percentage multiplied by the benefit base. The benefit base is defined in the policy and is generally the initial premium, reduced by any partial withdrawals and increased by a defined percentage, formula or index credits. Any living benefit payments are first deducted from the account value. GlobalAtlantic is responsible for paying any excess guaranteed living benefits still owed after the account value has reached zero. The ultimate cost of these benefits will depend on the level of market returns and the level of contractual guarantees, as well as policyholder behavior, including surrenders, withdrawals, and benefit utilization. For fixed-indexed annuity products, costs also include certain non-guaranteed terms that impact the ultimate cost, such as caps on crediting rates that Global Atlantic can, in its discretion, reset annually. 207
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GMDB and GMWB sensitivities
As of December 31, 2022, the GMDB and GMWB liability balance totaled $1.3 billion. As of December 31, 2022, the liability balances for GMDB were $36.0 million for fixed-indexed annuities and $33.8 million for variable annuities. As of December 31, 2022, the liability balances for GMWB were $1.2 billion for fixed-indexed annuities. The increase (decrease) to the GMDB and GMWB liability balance as a result of hypothetical changes in projected assessments, equity market prices, and annual equity growth is summarized in the table below. This sensitivity considers the direct effect of such changes only and not changes in any other assumptions used in or items considered in the measurement of such balances. December 31, 2022 ($ in thousands) Balance $ 1,252,206 Hypothetical change: '+10% future assessments(1) (27,887) '-10% future assessments(1) 31,696 +10% equity market prices (18,298) -10% equity market prices 9,730 1% lower annual equity growth 4,918
________________
Note: Hypothetical changes to the liability balance do not reflect the impact of
related hedges.
(1)The assessments used to accrue liabilities are generally based on investment
yields, realized gains and losses, rider charges, surrender charges, and
asset-based fees, such as mortality and expense fees.
Embedded derivatives
GlobalAtlantic's fixed-indexed annuity, variable annuity and indexed universal life products contain equity-indexed features, which are considered embedded derivatives and are required to be measured at fair value. The embedded derivative is calculated as the present value of future projected benefits in excess of the projected guaranteed benefits, using an option budget as the indexed account value growth rate. In addition, the fair value of the embedded derivative is reduced to reflect the risk of non-performance on GlobalAtlantic's obligations (i.e., own credit risk).
Changes in interest rates, future index credits, Global Atlantic's own credit
risk, projected withdrawal and surrender activity, and mortality on
fixed-indexed annuity and indexed universal life contracts can have a
significant impact on the value of the embedded derivative.
Valuation of embedded derivatives - Fixed-indexed annuities
Fixed-indexed annuity contracts allow the policyholder to elect a fixed interest rate of return or a market indexed strategy where interest credited is based on the performance of an index, such as the S&P 500 Index, or other indexes. The market indexed strategy is an embedded derivative, similar to a call option. The fair value of the embedded derivative is computed as the present value of benefits attributable to the excess of the projected policy contract values over the projected minimum guaranteed contract values. The projections of policy contract values are based on assumptions for future policy growth, which include assumptions for expected index credits, future equity option costs, volatility, interest rates, and policyholder behavior. The projections of minimum guaranteed contract values include the same assumptions for policyholder behavior as are used to project policy contract values. The embedded derivative cash flows are discounted using a risk-free interest rate adjusted by a non-performance risk spread tied to Global Atlantic's own credit rating. 208
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Valuation of embedded derivatives - Indexed universal life
Indexed universal life products allow a policyholder's account value to grow based on the performance of certain equity indexes, which result in an embedded derivative similar to a call option. The embedded derivative related to the index is bifurcated from the host contract and measured at fair value. The valuation of the embedded derivative is the present value of future projected benefits in excess of the projected guaranteed benefits, using the option budget as the indexed account value growth rate and the guaranteed interest rate as the guaranteed account value growth rate. Present values are based on discount rate curves determined at the valuation or issue date as well as assumed lapse and mortality rates. The discount rate equals the forecast treasury rate plus a non-performance risk spread tied to Global Atlantic's own credit rating. Changes in discount rates and other assumptions such as spreads and/or option budgets can have a substantial impact on the embedded derivative.
Valuation of embedded derivatives - Variable annuities
Variable annuity contracts offered and assumed by Global Atlantic provide the contractholder with GMDB and/or GMWB. The liabilities for these benefits are included in policy liabilities in the consolidated statement of financial condition. The change in the liabilities for these benefits is included in policy benefits and claims in the consolidated statements of operation. GlobalAtlantic has issued variable annuity contracts with GMDB features. GlobalAtlantic elected the fair value option to measure the liability for certain of these variable annuity contracts, valued at $394.6 million as of December 31, 2022. Fair value is calculated as the present value of the estimated death benefits less the present value of the GMDB fees, using 1,000 risk neutral scenarios. GlobalAtlantic discounts the cash flows usingU.S. Treasury rates plus an adjustment for its own credit risk. GlobalAtlantic also issues variable annuity contracts with a GMWB. The GMWB feature represents an embedded derivative. The embedded derivative is required to be bifurcated and measured at fair value. This liability is calculated as the present value of the excess GMWB claims less the present value of GMWB fees, using 1,000 risk neutral scenarios. GlobalAtlantic discounts the cash flows usingU.S. Treasury rates plus an adjustment for its own company credit risk. As of December 31, 2022, the embedded derivative liability balance totaled $1.9 billion for fixed-indexed annuities, $337.9 million for indexed universal life and $2.3 million for variable annuities. As of December 31, 2022, variable annuities accounted for using the fair value option was $394.6 million. The increase (decrease) to the embedded derivatives on fixed-indexed annuity, indexed universal life, and variable annuity products and the increase (decrease) in the reserves for variable annuities accounted for using the fair value option as a result of hypothetical changes in interest rates, non-performance risk premium, and equity market prices is summarized in the table below. This sensitivity considers the direct effect of such changes only and not changes in any other assumptions used in or items considered in the measurement of such balances. As of December 31, 2022 FIA IUL VA VA (FVO) ($ in thousands) Balance $ 1,853,031 $ 337,860 $ 2,335 $ 394,638 Hypothetical change: +50 bps interest rates (44,023) (5,524) (38,491) (20,995) -50 bps interest rates 46,270 4,122 47,277 22,609 '+50bps non-performance risk premium (44,023) (5,524) (15,142) (13,534) '-50bps non-performance risk premium 46,270 4,122 18,599 14,575 +10% equity market prices 338,258 61,879 (25,892) (9,826) -10% equity market prices (166,396) (50,597) 28,771 9,826 ________________
Note: Hypothetical changes to the liability balances do not reflect the impact
of related hedges.
Valuation of embedded derivatives in modified coinsurance or funds withheld
GlobalAtlantic's reinsurance agreements include modified coinsurance and coinsurance with funds withheld arrangements that include terms that require payment by the ceding company of a principal amount plus a return that is based on a proportion of the ceding company's return on a designated portfolio of assets. Because the return on the funds withheld receivable or payable is not clearly and closely related to the host insurance contract, these contracts are deemed to contain embedded 209
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derivatives, which are measured at fair value. GlobalAtlantic is exposed to both the interest rate and credit risk of the assets. Changes in discount rates and other assumptions can have a significant impact on this embedded derivative. The fair value of the embedded derivatives is included in the funds withheld receivable at interest and funds withheld payable at interest line items on the consolidated statement of financial condition. The change in the fair value of the embedded derivatives is recorded in net investment-related gains (losses) in the consolidated statement of operations. As of December 31, 2022, the embedded derivative balance for modified coinsurance or funds withheld arrangements was a $3,500 million net asset ($12.8 million in funds withheld receivables at interest, and $(3,487.8) million in funds withheld payable at interest). The increase (decrease) to the balance as a result of hypothetical changes in credit spreads and interest rates is summarized in the table below. This sensitivity considers the direct effect of such changes only and not changes in any other factors that impact the embedded derivative balance for modified coinsurance or funds withheld arrangements. As of December 31, 2022 Embedded derivative on funds withheld Embedded derivative receivable at on funds withheld interest payable at interest ($ in thousands) Balance $ 12,785 $ (3,487,766) Hypothetical change: +50 bps credit spreads (41,714) (781,981) -50 bps credit spreads 41,714 849,203 +50 bps interest rates (12,880) (739,840) -50 bps interest rates 18,078 807,062 ________________
Note: Hypothetical changes to the funds withheld receivable and payable embedded
derivative balances do not reflect the impact of related hedges or trading
assets which back the funds withheld at interest.
Recently Issued Accounting Pronouncements
For a full discussion of recently issued accounting pronouncements, see Note 2
"Summary of Significant Accounting Policies" in our financial statements.
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WHITE MOUNTAINS INSURANCE GROUP LTD – 10-K – Management's Discussion and Analysis of Financial Condition and Results of Operations
BROWN & BROWN, INC. – 10-K – Management's Discussion and Analysis of Financial Condition and Results of Operations.
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