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http://www.blackstone.com
August 06, 2009 09:00 AM Eastern Time 

The Blackstone Group Reports Second Quarter 2009 Results

NEW YORK--(BUSINESS WIRE)--The Blackstone Group L.P. (NYSE: BX):

Economic Net Income was $173 million for the second quarter of 2009, compared to a loss of $(93) million for the first quarter of 2009 and Economic Net Income of $100 million for the second quarter of 2008.

Net Fee Related Earnings from Operations were $87 million for the second quarter of 2009, down slightly from $90 million for both the first quarter of 2009 and the second quarter of 2008.

Adjusted Cash Flows From Operations were $102 million during the second quarter of 2009, up from $75 million for the first quarter of 2009 and down from $162 million for the second quarter of 2008.

Blackstone declares a quarterly priority distribution of $0.30 per common unit.

GAAP Net Loss Attributable to The Blackstone Group L.P. was $(164) million for the second quarter of 2009, including net IPO and acquisition-related charges of $196 million, compared to a GAAP Net Loss of $(232) million for the first quarter of 2009, including net IPO and acquisition-related charges of $190 million, and $(157) million for the second quarter of 2008, which included net IPO and acquisition-related charges of $204 million.

Second Quarter 2009 Highlights

Management and Advisory Fees declined modestly by 1% to $341.9 million from both the first quarter of 2009 and the second quarter of 2008.

Fee-Earning Assets Under Management totaled $93.5 billion, up from $92.2 billion at March 31, 2009 and down from $99.7 billion at June 30, 2008. Fee-Earning Assets Under Management were higher in Real Estate and Corporate Private Equity year-over-year and lower in Credit and Marketable Alternatives, mostly as a result of a reduction in the fair value of the underlying portfolio investments, as well as Blackstone’s liquidation of its proprietary single manager hedge funds. Both Blackstone’s credit-oriented and funds of hedge funds businesses experienced positive performance in the second quarter of 2009.

Performance Fees and Allocations of $72.2 million were up from negative $(213.8) million for the first quarter of 2009 and $(10.1) million for the second quarter of 2008. Performance Fees and Allocations were positive for Corporate Private Equity and Credit and Marketable Alternatives, but negative in Real Estate.

Blackstone strengthened its capital and liquidity position from the first quarter of 2009, with $784.6 million in available cash, $432.6 million invested in liquid Blackstone Funds with only $78.0 million in outstanding asset-backed borrowings as of June 30, 2009.

The Blackstone Group L.P. (NYSE: BX) today reported its second quarter 2009 results.

For the second quarter of 2009, Total Segment Revenues were $403.6 million, up 781% from $45.8 million for the first quarter of 2009 and up 7% from $376.5 million for the second quarter of 2008. The year-over-year change was driven by net appreciation of the underlying portfolio investments in the Corporate Private Equity and Credit and Marketable Alternatives segments and increased Management and Advisory Fees in the Corporate Private Equity, Real Estate and Financial Advisory segments. These increases were partially offset by increased unrealized net depreciation of the underlying portfolio investments in the Real Estate segment. For the six months ended June 30, 2009, Total Segment Revenues were $449.4 million compared to $408.3 million for the same period in 2008, an increase of 10%.

GAAP results for the second quarter of 2009 included Revenues of $406.4 million, up from $44.9 million for the first quarter of 2009 and $353.9 million for the second quarter of 2008, and Net Loss Attributable to The Blackstone Group L.P. of $(164.3) million, compared to $(231.6) million for the first quarter of 2009 and $(156.5) million for the second quarter of 2008. On a GAAP basis, Net Cash Flows Provided by Operating Activities were $136.7 million for the second quarter of 2009, down from $555.9 million for the first quarter of 2009 and $155.8 million for the second quarter of 2008. GAAP results for the six months ended June 30, 2009 included Revenues of $451.3 million, compared to $422.0 million for the six months ended June 30, 2008, and Net Loss Attributable to The Blackstone Group L.P. of $(395.9) million, compared to $(407.5) million for the six months ended June 30, 2008. On a GAAP basis, Net Cash Flows Provided by Operating Activities were $692.6 million for the six months ended June 30, 2009 more than double the $271.0 million for the six months ended June 30, 2008.

Global equity and debt markets recovered much of their previous losses in the second quarter of 2009, while the macro-economic backdrop remained challenged. In the United States and Europe, equities markets rose for the first time since the second quarter of 2007, after U.S. markets reached a 12-year low and European markets reached a 6-year low in March 2009. Emerging markets across Asia and Latin America rose even more quickly and ended the quarter 35-75% higher than year-end 2008 levels. High yield credit spreads tightened sharply to 978 basis points over Treasury securities at the end of June 2009, compared with credit spreads of 1,700 basis points over Treasury securities at year-end 2008. Despite this dramatic tightening, spreads remain well above historic averages and credit trends continue to be weak across both consumer and commercial asset classes.

Notwithstanding the significant rally in debt, bank lenders have not increased their appetite to make long-term capital commitments. New leveraged transaction levels remain low given the overall global economic weakness and lack of financing availability, even though new issuance in the high yield market increased in the second quarter of 2009 amidst tightening spreads.

Commercial real estate trends in the U.S. and Europe worsened in the second quarter of 2009, with lower occupancy and pricing trends. Global hospitality trends also declined, including revenue per available room (“RevPAR”), an important hospitality industry metric. Commodities prices continued their upward climb. Crude oil ended the second quarter of 2009 at $70 per barrel, 41% higher than at the end of March 2009 and 57% higher than at year-end 2008. The dollar generally weakened against most currencies in the quarter, reversing the gains from the first quarter of 2009. In the second quarter of 2009, the dollar declined approximately 6% against the Euro, 13% against the Pound Sterling and 3% against the Japanese Yen.

Stephen A. Schwarzman, Chairman and Chief Executive Officer, said, “Blackstone remains focused on creating lasting value for our investors and our clients. In the current environment, this means investing prudently in the areas where we see the greatest long-term value and remaining cautious in areas where we expect further value declines. We currently have the largest amount of available capital in our history across our investment platforms and we expect our investors will benefit greatly as we deploy that capital over the next several years.”

The table below details Blackstone's Economic Net Income, Net Fee Related Earnings from Operations, Adjusted Cash Flows from Operations and Fee-Earning Assets Under Management as of and for the three and six months ended June 30, 2009 and 2008. Economic Net Income, Total Segments includes unrealized gains (losses) and the direct compensation impact related to those gains/losses but excludes IPO and acquisition-related charges.

               
Three Months Ended June 30, Variance Six Months Ended June 30, Variance
2009 2008 $ % 2009 2008 $ %
(Dollars in Thousands, Except per Unit Amounts)

Economic Net Income, Total Segments

$ 172,763 $ 99,925 $ 72,838 73 % $ 79,561 $ 6,358 $ 73,203 -

Benefit for Income Taxes (a)

  (8,073 )   (65,717 )   57,644   88 %   (18,845 )   (92,771 )   73,926   80 %

Economic Net Income After Taxes

$ 180,836   $ 165,642   $ 15,194   9 % $ 98,406   $ 99,129   $ (723 ) -1 %
 

Economic Net Income After Taxes per Adjusted Unit (b)

$ 0.16 $ 0.15 $ 0.01 10 % $ 0.09 $ 0.09 $ (0.00 ) -1 %

Net Fee Related Earnings from Operations

$ 86,790 $ 90,443 $ (3,653 ) -4 % $ 176,308 $ 158,004 $ 18,304 12 %

Adjusted Cash Flows from Operations

$ 102,296 $ 161,525 $ (59,229 ) -37 % $ 177,080 $ 157,123 $ 19,957 13 %
 
 
Fee-Earning Assets Under Management:
Corporate Private Equity $ 25,244,050 $ 25,229,438 $ 14,612 0 %
Real Estate 23,525,181 21,084,770 2,440,411 12 %

Credit and Marketable Alternatives (c)

  44,736,171     53,414,459     (8,678,288 ) -16 %

Total Fee-Earning Assets Under Management

$ 93,505,402   $ 99,728,667   $ (6,223,265 ) -6 %
(a)   Represents the implied benefit for income taxes calculated using the same methodology applied in calculating the tax provision for The Blackstone Group L.P.
(b) Adjusted Units represents the weighted-average fully diluted unit count for Economic Net Income purposes. A reconciliation of this item to the equivalent GAAP measure is presented in Exhibit 5 to this release.
(c) The variance of $8.7 billion is partially attributed to a $3.6 billion decrease in Fee-Earning Assets Under Management related to Blackstone's decision to restructure its Credit and Marketable Alternatives segment and liquidate its single manager proprietary hedge funds.

SEGMENT REVIEW

Corporate Private Equity

Corporate Private Equity had revenues of $198.6 million for the second quarter of 2009, compared with revenues of $68.1 million for the first quarter of 2009 and $92.4 million for the second quarter of 2008. The increase from 2008 was driven by stabilization in the total fair value of the segment’s underlying portfolio investments.

Net Fee Related Earnings from Operations were $23.9 million for the second quarter of 2009, up from $19.9 million for the first quarter of 2009 and $15.9 million for the second quarter of 2008. The increase from 2008 reflects decreased Management Fee Offsets, partially offset by an increase in Compensation and Benefits. Economic Net Income was $123.8 million for the second quarter of 2009, up from $53.1 million for the first quarter of 2009 and $31.3 million for the second quarter of 2008.

Compensation and Benefits expense increased to $54.3 million from negative $(5.1) million for the first quarter of 2009 and $40.3 million for the second quarter of 2008. The first quarter of 2009 included a $40.7 million reversal of prior period carried interest allocations to certain personnel, resulting from the net depreciation in fair value of certain portfolio investments. The increase from 2008 was due to an increase in personnel compensation tied to Net Fee Related Earnings from Operations for the segment. Other Operating Expenses of $20.6 million remained consistent with both the first quarter of 2009 and second quarter of 2008.

Fee-Earning Assets Under Management were relatively flat at $25.2 billion, compared with $25.5 billion for the first quarter of 2009 and $25.2 billion for the second quarter of 2008.

Limited Partner Capital Deployed totaled $338.3 million for the second quarter of 2009, an increase from $196.1 million for the first quarter of 2009 and a decrease from $775.9 million deployed for the second quarter of 2008.

Corporate Private Equity had six-month revenues of $266.7 million, compared with negative revenues of $(24.4) million in the same period of 2008. The principal driver of the year-over-year change was due to an increase in performance fees and investment income driven by positive investment returns from one of Blackstone’s corporate private equity investment funds and modest appreciation in the fair value of the portfolio investments in the investment funds.

Real Estate

Real Estate had revenues of negative $(18.9) million for the second quarter of 2009, compared with revenues of negative $(212.6) million for the first quarter of 2009 and $(13.5) million for the second quarter of 2008.

Net Fee Related Earnings from Operations were $32.9 million in the second quarter of 2009, up from $30.5 million for the first quarter of 2009 and $22.8 million for the second quarter of 2008. The principal driver of the change from 2008 was an increase in Base Management Fees. Economic Net Income was negative $(25.1) million for the second quarter of 2009, an improvement from negative $(187.9) million for the first quarter of 2009 and $(59.1) million for the second quarter of 2008.

Compensation and Benefits were negative $(6.8) million, reflecting the reversal of prior period carried interest allocations to certain personnel. This compared to $(37.3) million for the first quarter of 2009 and $32.1 million for the second quarter of 2008. Other Operating Expenses were $13.0 million, in line with both the first quarter of 2009 and the second quarter of 2008.

Fee-Earning Assets Under Management increased $657.2 million from the first quarter of 2009 and $2.4 billion from the second quarter of 2008 to $23.5 billion.

Limited Partner Capital Deployed totaled $252.7 million for the second quarter of 2009, an increase from $215.1 million and $209.8 million deployed during the first quarter of 2009 and second quarter of 2008, respectively.

Real Estate had negative six-month revenues of $(231.5) million, compared with positive revenues of $34.0 million for the six months ended June 30, 2008. The principal driver of the year-over-year decline was net depreciation in the fair value of the portfolio investments in the real estate investment funds. The net depreciation in fair value is reflected in decreased Performance Fees and Allocations and Investment Income (Loss) and Other.

Credit and Marketable Alternatives (CAMA)

The Credit and Marketable Alternatives (“CAMA”) segment, previously known as Marketable Alternative Asset Management, has been renamed to better reflect the product mix of this segment. This does not reflect a change to the underlying businesses or how they are reflected in reporting results of operations. CAMA had revenues of $140.4 million, compared with $99.2 million for the first quarter of 2009 and $225.1 million for the second quarter of 2008. CAMA had positive performance fees and investment income of $47.8 million for the second quarter of 2009 compared with $6.5 million for the first quarter of 2009 and $94.8 million for the second quarter of 2008. The change in revenues from 2008 was driven primarily by a decrease in management fees, performance fees and investment income due to the liquidation in the first quarter of 2009 of Blackstone’s proprietary single manager hedge funds. Additionally, a reduction in Blackstone’s total capital invested in its funds of hedge funds compared to the second quarter of 2008 contributed to the decrease.

Net Fee Related Earnings from Operations were $25.2 million for the second quarter of 2009, an increase from $14.4 million for the first quarter of 2009 and a decrease from $40.5 million for the second quarter of 2008. The main driver of the decline from 2008 was a decrease in Base Management Fees, partially offset by a reduction in Compensation and Benefits and Other Operating Expenses. Economic Net Income was $66.5 million for the second quarter of 2009 compared to $14.4 million for the first quarter of 2009 and $115.9 million for the second quarter of 2008.

Compensation and Benefits were $57.4 million, down from $61.1 million in the first quarter of 2009 and $84.2 million in the second quarter of 2008. The decrease from the second quarter of 2008 was principally driven by Blackstone’s liquidation of its proprietary single manager hedge funds.

Fee-Earning Assets Under Management in the second quarter of 2009 totaled $44.7 billion compared with $43.9 billion for the first quarter of 2009 and $53.4 billion for the second quarter of 2008. The decrease from 2008 was due to net depreciation in the fair value of investments, redemptions and the liquidation of Blackstone’s proprietary single manager hedge funds.

Limited Partner Capital Deployed in certain carry credit-oriented funds totaled $112.1 million for the second quarter of 2009, down from $208.4 million for the first quarter of 2009 and $808.9 million for the second quarter of 2008. The decrease was related to a reduction in investment activity in certain of Blackstone’s credit-oriented funds due to lower investment activity levels.

CAMA had revenues of $239.6 million for the six months ended June 30, 2009 compared with revenues of $255.1 million for the same period of 2008. The decrease was primarily driven by a decrease in base management fees which reflected a decrease in Fee-Earning Assets Under Management.

Financial Advisory

Revenues were $83.5 million for the second quarter 2009, an increase of $11.0 million, or 15%, compared to $72.5 million for the second quarter of 2008. The change was driven by an increase of $21.3 million in fees generated by the restructuring and reorganization advisory services business as continued credit market turmoil and low levels of available liquidity led to increased bankruptcies, debt defaults and debt restructurings. Additionally, fees earned by the corporate and mergers and acquisitions advisory services business increased $13.0 million as clients increasingly looked to Blackstone for independent advice in complicated transactions. These increases were partially offset by a decrease of $22.9 million in fees generated by the fund placement business as efforts to raise capital continued to prove challenging in the current economic environment.

Net Fee Related Earnings from Operations were $4.9 million for the second quarter of 2009, a decrease from $24.7 million for the first quarter of 2009 and $11.3 million for the second quarter of 2008. The primary catalyst for the decrease from 2008 was higher operating expenses, due to an increase in reserves against receivables and compensation expense in the corporate and mergers and acquisitions advisory services and restructuring and reorganization advisory services business. A portion of compensation is directly related to the profitability of each of the services businesses. Economic Net Income was $7.5 million for the second quarter of 2009 compared to $27.1 million for the first quarter of 2009 and $11.8 million for the second quarter of 2008.

Compensation and Benefits were $54.2 million, up from $51.0 million for the first quarter of 2009 and $48.6 million for the second quarter of 2008.

Revenues were $174.5 million for the six months ended June 30, 2009, an increase of 22% compared to $143.6 million in the same period of 2008. The increase was driven by revenues in Blackstone’s restructuring and reorganization advisory and corporate and mergers and acquisitions advisory services businesses. The continued credit market turmoil and low levels of available liquidity led to increased bankruptcies and debt defaults, which drove the increase in revenues in the restructuring and reorganization advisory services business. An increase in client mandates accounted for the increase in corporate and mergers and acquisitions advisory revenues. A decrease in revenues in Blackstone’s fund placement business partially offset the increased revenues in the restructuring and reorganization advisory and corporate and mergers and acquisition advisory services businesses.

CAPITAL AND LIQUIDITY

For Economic Net Income purposes, the weighted-average fully diluted unit count (the “Adjusted Units”) for the three and six month periods ended June 30, 2009 was 1,123.6 million units and 1,127.9 million units, respectively. The weighted-average fully diluted unit count for the three and six month periods ended June 30, 2008 was 1,130.7 million units and 1,128.9 million units, respectively.

The total number of units used in calculating cash distributions was 1,091.5 million units for the six month period ended June 30, 2009 and 1,085.5 million units for the six month period ended June 30, 2008.

As of June 30, 2009, Blackstone had $784.6 million in cash, $432.6 million invested in liquid Blackstone Funds and $78.0 million in outstanding asset-backed borrowings. Blackstone has a new committed revolving credit facility for $850 million, which was effective May 11, 2009. Blackstone reduced the borrowing capacity from the prior facility of $1.0 billion, reflecting its enhanced balance sheet strength and liquidity position.

DISTRIBUTION

The Blackstone Group L.P. has declared a quarterly distribution of $0.30 per common unit to record holders of common units at the close of business on August 31, 2009. This distribution will be paid on September 11, 2009.

Public common unitholders will continue to receive a priority distribution ahead of Blackstone personnel and others through 2009, but the amount of those distributions in respect of 2009 will be based on the amount of Adjusted Cash Flows from Operations generated in 2009 available for distributions and could fall below $1.20.

No distributions will be paid in respect of the second quarter of 2009 to Blackstone personnel and others with respect to their Blackstone Holdings partnership units.

Blackstone will host a conference call on August 6, 2009 at 11:00 a.m. ET to discuss second quarter 2009 results. The conference call can be accessed by dialing (888) 680-0860 (U.S. domestic) or +1 (617) 213-4852 (international) pass code 43199368. Additionally, the conference call will be broadcast live over the internet and can be accessed by all interested parties through the Investor Relations section of The Blackstone Group’s website http://ir.blackstone.com. For those unable to listen to the live broadcast, a replay will be available on Blackstone’s website or by dialing (888) 286-8010 (U.S. domestic) or +1 (617) 801-6888 (international) conference ID number 34474116, beginning approximately three hours after the event.

About The Blackstone Group

Blackstone is one of the world’s leading investment and advisory firms. We seek to create positive economic impact and long-term value for our investors, the companies we invest in, the companies we advise and the broader global economy. We do this through the commitment of our extraordinary people and flexible capital. Our alternative asset management businesses include the management of corporate private equity funds, real estate funds, funds of hedge funds, credit-oriented funds, collateralized loan obligation vehicles (CLOs) and closed-end mutual funds. The Blackstone Group also provides various financial advisory services, including mergers and acquisitions advisory, restructuring and reorganization advisory and fund placement services. Further information is available at www.blackstone.com.

Forward-Looking Statements

This release may contain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934 which reflect Blackstone’s current views with respect to, among other things, Blackstone’s operations and financial performance. You can identify these forward-looking statements by the use of words such as “outlook,” “believes,” “expects,” “potential,” “continues,” “may,” “will,” “should,” “seeks,” “approximately,” “predicts,” “intends,” “plans,” “estimates,” “anticipates” or the negative version of these words or other comparable words. Such forward-looking statements are subject to various risks and uncertainties. Accordingly, there are or will be important factors that could cause actual outcomes or results to differ materially from those indicated in these statements. Blackstone believes these factors include but are not limited to those described under the section entitled "Risk Factors" in its Annual Report on Form 10-K for the fiscal year ended December 31, 2008, as such factors may be updated from time to time in its periodic filings with the SEC, which are accessible on the SEC's website at www.sec.gov. These factors should not be construed as exhaustive and should be read in conjunction with the other cautionary statements that are included in this release and in the prospectus. Blackstone undertakes no obligation to publicly update or review any forward-looking statement, whether as a result of new information, future developments or otherwise.

This release does not constitute an offer of any Blackstone Fund.

THE BLACKSTONE GROUP L.P.
Exhibit 1a. Condensed Consolidated Statements of Operations
(Dollars in Thousands, Except Per Unit Data)
   
Three Months Ended June 30,
2009 2008
Revenues
Management and Advisory Fees $ 340,829 $ 338,159
Performance Fees and Allocations 71,171 (13,722 )
Investment Income (Loss) (a) (10,949 ) 22,766
Interest Income and Other   5,365     6,730  
Total Revenues   406,416     353,933  
Expenses
Compensation and Benefits (b) 937,751 1,028,808
Interest (c) 87 5,689
General, Administrative and Other (d) 112,276 107,799
Fund Expenses   1,592     21,793  
Total Expenses   1,051,706     1,164,089  
Other Income

Net Gains from Fund Investment Activities

  58,304     189,678  
Income (Loss) Before Provision (Benefit) for Taxes (e) (586,986 ) (620,478 )
Provision (Benefit) for Taxes   10,885     (25,851 )
Net Income (Loss) (597,871 ) (594,627 )

Net Income Attributable to Redeemable Non-Controlling Interests in Consolidated Entities

37,638 131,368

Net Income Attributable to Non-Controlling Interests in Consolidated Entities

3,959 6,942

Net Income (Loss) Attributable to Non-Controlling Interests in Blackstone Holdings

  (475,184 )   (576,406 )
Net Income (Loss) Attributable to The BlackstoneGroup L.P. (f) $ (164,284 ) $ (156,531 )
 
Net Loss per Common Unit, Basic and Diluted
Common Units Entitled to Priority Distributions $ (0.60 ) $

(0.60

)
Common Units Not Entitled to Priority Distributions $ (0.90 )
 

 

Net IPO and acquisition-related charges included above were:
(a) Investment Income (Loss) $ 18,437 $ 8,031
(b) Total Compensation and Benefits $ 937,751 $ 1,028,808
Less: Compensation and Benefits - IPO and acquisition-related $ 778,666   $ 823,705  
Compensation - non-IPO and acquisition-related (*) $ 159,085   $ 205,103  
(c) Interest $ 1,023 $ 2,352
(d) General, Administrative and Other $ 40,092 $ 40,685
(e) Total IPO and acquisition-related charges $ 801,344 $ 858,711

(f) Total IPO and acquisition-related charges attributable to The Blackstone Group L.P., net of tax

$ 195,913 $ 203,813

 

(*) Principally comprised of base pay, bonus, net carried interest allocations, benefits and non-IPO and acquisition-related equity-based compensation.
THE BLACKSTONE GROUP L.P.
Exhibit 1b. Condensed Consolidated Statements of Operations
(Dollars in Thousands, Except Per Unit Data)
   
Six Months Ended June 30,
2009 2008
Revenues
Management and Advisory Fees $ 682,001 $ 647,568
Performance Fees and Allocations (143,077 ) (202,409 )
Investment Income (Loss) (a) (93,402 ) (38,592 )
Interest Income and Other   5,808     15,402  
Total Revenues   451,330     421,969  
Expenses
Compensation and Benefits (b) 1,750,098 2,005,955
Interest (c) 1,486 8,432
General, Administrative and Other (d) 217,876 202,533
Fund Expenses   4,604     44,745  
Total Expenses   1,974,064     2,261,665  
Other Income (Loss)

Net Gains (Losses) from Fund Investment Activities

  23,541     (25,958 )
Income (Loss) Before Provision (Benefit) for Taxes (e) (1,499,193 ) (1,865,654 )
Provision (Benefit) for Taxes   28,616     (16,870 )
Net Income (Loss) (1,527,809 ) (1,848,784 )

Net Income (Loss) Attributable to Redeemable Non-Controlling Interests in Consolidated Entities

40,234 (52,826 )

Net Income (Loss) Attributable to Non-Controlling Interests in Consolidated Entities

(37,072 ) (7,974 )

Net Income (Loss) Attributable to Non-Controlling Interests in Blackstone Holdings

  (1,135,113 )   (1,380,460 )
Net Income (Loss) Attributable to The BlackstoneGroup L.P. (f) $ (395,858 ) $ (407,524 )
 
Net Loss per Common Unit, Basic and Diluted
Common Units Entitled to Priority Distributions $ (1.44 ) $

(1.55

)
Common Units Not Entitled to Priority Distributions $

(2.04

)

 

Net IPO and acquisition-related charges included above were:
(a) Investment Income (Loss) $ 20,794 $ 8,031
(b) Total Compensation and Benefits $ 1,750,098 $ 2,005,955
Less: Compensation and Benefits - IPO and acquisition-related $ 1,521,370   $ 1,742,676  
Compensation - non-IPO and acquisition-related (*) $ 228,728   $ 263,279  
(c) Interest $ 1,736 $ 2,352
(d) General, Administrative and Other $ 79,603 $ 74,213
(e) Total IPO and acquisition-related charges $ 1,581,915 $ 1,811,210

(f) Total IPO and acquisition-related charges attributable to The Blackstone Group L.P., net of tax

$ 386,271 $ 427,861

 

(*) Principally comprised of base pay, bonus, net carried interest allocations, benefits and non-IPO and acquisition-related equity-based compensation.
THE BLACKSTONE GROUP L.P.
Exhibit 2a. Condensed Consolidated Statements of Financial Condition
(Dollars in Thousands)
   

June 30,
2009

December 31,
2008

Assets
Cash and Cash Equivalents $ 784,579 $ 503,737
Cash Held by Blackstone Funds and Other 70,914 907,324
Investments 2,527,339 2,830,942
Accounts Receivable

245,392

 

312,067
Due from Brokers 714 48,506
Investment Subscriptions Paid in Advance - 1,916
Due from Affiliates 361,161 861,434
Intangible Assets, Net 998,500 1,077,526
Goodwill 1,703,602 1,703,602
Other Assets 157,759 169,555
Deferred Tax Assets   848,772   845,578  
Total Assets $

7,698,732

$ 9,262,187  
 
Liabilities and Partners' Capital
Loans Payable $ 78,048 $ 387,000
Amounts Due to Non-Controlling Interest Holders 180,109 1,103,423
Securities Sold, Not Yet Purchased 310 894
Due to Affiliates 1,305,537 1,285,577
Accrued Compensation and Benefits 321,409 413,459
Accounts Payable, Accrued Expenses and Other Liabilities  

163,451

  180,259  
Total Liabilities  

2,048,864

  3,370,612  
 
Commitments and Contingencies
 
Redeemable Non-Controlling Interests in Consolidated Entities   454,823   362,462  
 
Partners' Capital
Partners' Capital 3,351,177 3,509,448
Accumulated Other Comprehensive Income (Loss) 576 (291 )
Non-Controlling Interests in Consolidated Entities 73,294 198,197
Non-Controlling Interests in Blackstone Holdings   1,769,998   1,821,759  
Total Partners' Capital   5,195,045   5,529,113  
Total Liabilities and Partners' Capital $

7,698,732

$ 9,262,187  
THE BLACKSTONE GROUP L.P.
Exhibit 2b. Condensed Consolidating Statements of Financial Condition
(Dollars in Thousands)
       
June 30, 2009

Consolidated
Operating
Partnerships

Consolidated
Blackstone
Funds

Reclasses and
Eliminations

Consolidated
 
Assets
Cash and Cash Equivalents $ 784,579 $ - $ - $ 784,579

Cash Held by Blackstone Funds and Other

51,211 19,703 - 70,914
Investments 1,686,273 1,050,874 (209,808 ) 2,527,339
Accounts Receivable

241,771

3,621 -

245,392

Due from Brokers - 714 - 714

Investment Subscriptions Paid in Advance

- - - -
Due from Affiliates 360,877 15,915 (15,631 ) 361,161
Intangible Assets, Net 998,500 - - 998,500
Goodwill 1,703,602 - - 1,703,602
Other Assets 157,286 532 (59 ) 157,759
Deferred Tax Assets   848,772     -   -     848,772  
Total Assets $

6,832,871

  $ 1,091,359 $ (225,498 ) $

7,698,732

 
 

Liabilities and Partners' Capital

Loans Payable $ 78,048 $ - $ - $ 78,048

Amounts Due to Non-Controlling Interest Holders

59,459 120,650 - 180,109

Securities Sold, Not Yet Purchased

- 310 - 310
Due to Affiliates 1,297,215 23,953 (15,631 ) 1,305,537

Accrued Compensation and Benefits

319,260 2,149 - 321,409

Accounts Payable, Accrued Expenses and Other Liabilities

 

158,287

    5,223   (59 )  

163,451

 
Total Liabilities  

1,912,269

    152,285   (15,690 )  

2,048,864

 
 

Redeemable Non-Controlling Interests in Consolidated Entities

  -     -   454,823     454,823  
 
Partners' Capital
Partners' Capital 3,351,177 664,631 (664,631 ) 3,351,177

Accumulated Other Comprehensive Income

576 - - 576

Non-Controlling Interests in Consolidated Entities

(201,149 ) 274,443 - 73,294

Non-Controlling Interests in Blackstone Holdings

  1,769,998     -   -     1,769,998  
Total Partners' Capital   4,920,602     939,074   (664,631 )   5,195,045  

Total Liabilities and Partners' Capital

$

6,832,871

  $ 1,091,359 $ (225,498 ) $

7,698,732

 
 

 

 

 

 

December 31, 2008

Consolidated
Operating
Partnerships

Consolidated
Blackstone
Funds

Reclasses and
Eliminations

Consolidated
 
Assets
Cash and Cash Equivalents $ 503,737 $ - $ - $ 503,737

Cash Held by Blackstone Funds and Other

57,536 849,788 - 907,324
Investments 1,650,071 1,385,132 (204,261 ) 2,830,942
Accounts Receivable 309,201 2,866 - 312,067
Due from Brokers - 48,506 - 48,506

Investment Subscriptions Paid in Advance

6,697 - (4,781 ) 1,916
Due from Affiliates 1,057,362 216 (196,144 ) 861,434
Intangible Assets, Net 1,077,526 - - 1,077,526
Goodwill 1,703,602 - - 1,703,602
Other Assets 169,333 222 - 169,555
Deferred Tax Assets   845,578     -   -     845,578  
Total Assets $ 7,380,643   $ 2,286,730 $ (405,186 ) $ 9,262,187  
 

Liabilities and Partners' Capital

Loans Payable $ 387,000 $ - $ - $ 387,000

Amounts Due to Non-Controlling Interest Holders

105,942 1,009,780 (12,299 ) 1,103,423

Securities Sold, Not Yet Purchased

- 894 - 894
Due to Affiliates 1,064,980 362,526 (141,929 ) 1,285,577

Accrued Compensation and Benefits

410,593 2,866 - 413,459

Accounts Payable, Accrued Expenses and Other Liabilities

  176,418     112,699   (108,858 )   180,259  
Total Liabilities   2,144,933     1,488,765   (263,086 )   3,370,612  
 

Redeemable Non-Controlling Interests in Consolidated Entities

  -     -   362,462     362,462  
 
Partners' Capital
Partners' Capital 3,509,448 504,562 (504,562 ) 3,509,448

Accumulated Other Comprehensive Income (Loss)

(291 ) - - (291 )

Non-Controlling Interests in Consolidated Entities

(95,206 ) 293,403 - 198,197

Non-Controlling Interests in Blackstone Holdings

  1,821,759     -   -     1,821,759  
Total Partners' Capital   5,235,710     797,965   (504,562 )   5,529,113  

Total Liabilities and Partners' Capital

$ 7,380,643   $ 2,286,730 $ (405,186 ) $ 9,262,187  
 

 

 

 

 

THE BLACKSTONE GROUP L.P.
Exhibit 3. Condensed Consolidated Statements of Cash Flows
(Dollars in Thousands)
                 
Three Months Ended Three Months Ended Six Months Ended
March 31, June 30, September 30, December 31, Full Year March 31, June 30, June 30, June 30,
2008 2008 2008 2008 2008 2009 2009 2009 2008
Operating Activities
Net Income (Loss) $ (1,254,157 ) $ (594,627 ) $ (1,822,345 ) $ (1,923,025 ) $ (5,594,154 ) $ (929,938 ) $ (597,871 ) $ (1,527,809 ) $ (1,848,784 )

Adjustments to Reconcile Net Income (Loss) to Net Cash Provided by Operating Activities:

Blackstone Funds Related:

Non-Controlling Interests in Income (Loss) of Consolidated Entities

209,980 (121,292 ) 389,856 202,011 680,555 13,235 (98,161 ) (84,926 ) 88,688

Net Realized (Gains) Losses on Investments

256 (118,555 ) 204,373 78,652 164,726 53,190 38,369 91,559 (118,299 )

Changes in Unrealized (Gains) Losses on Investments Allocable to Blackstone Group

62,823 (7,770 ) 182,138 386,870 624,061 78,218 14,758 92,976 55,053

Non-Cash Performance Fees and Allocations

76,279 37,343 393,282 579,154 1,086,058 101,770 (89,499 ) 12,271 113,622
Equity-Based Compensation Expense 914,671 805,597 774,431 807,918 3,302,617 738,045 762,521 1,500,566 1,720,268
Intangible Amortization 33,528 40,685 39,512 39,512 153,237 39,513 39,511 79,024 74,213

Other Non-Cash Amounts Included in Net Income

3,845 5,102 4,470 6,271 19,688 6,006 6,026 12,032 8,947

Cash Flows Due to Changes in Operating Assets and Liabilities

316,363 112,039 (96,073 ) 651,625 983,954 182,718 21,332 204,050 428,402

Blackstone Funds Related Investment Activity

  (248,434 )   (2,697 )   351,860     368,964     469,693     273,125     39,718     312,843     (251,131 )

Net Cash Provided by Operating Activities

  115,154     155,825     421,504     1,197,952     1,890,435     555,882     136,704     692,586     270,979  
Investing Activities

Net Cash Provided by (Used in) Investing Activities

  (388,918 )   20,210     (9,731 )   (3,241 )   (381,680 )   (2,044 )   (9,450 )   (11,494 )   (368,708 )
Financing Activities

Net Cash Provided by (Used in) Financing Activities

  77,714     (630,954 )   505,521     (1,825,928 )   (1,873,647 )   (281,272 )   (118,978 )   (400,250 )   (553,240 )

Effect of Exchange Rate Changes on Cash and Cash Equivalents

  90     (90 )   -     -     -     -     -     -     -  

Net Increase (Decrease) in Cash and Cash Equivalents

(195,960 ) (455,009 ) 917,294 (631,217 ) (364,892 ) 272,566 8,276 280,842 (650,969 )

Cash and Cash Equivalents, Beginning of Period

  868,629     672,669     217,660     1,134,954     868,629     503,737     776,303     503,737     868,629  
Cash and Cash Equivalents, End of Period $ 672,669   $ 217,660   $ 1,134,954   $ 503,737   $ 503,737   $ 776,303   $ 784,579   $ 784,579   $ 217,660  
THE BLACKSTONE GROUP L.P.
Exhibit 4a. Economic Net Income and Net Fee Related Earnings from Operations
(Dollars in Thousands)

The tables below detail Blackstone's Economic Net Income and Net Fee Related Earnings from Operations. Net Fee Related Earnings from Operations is a supplemental measure of after tax performance used to highlight earnings from operations excluding the income from and related profit sharing expenses of Blackstone's performance fees and investment income except for interest income. The reconciliation of Economic Net Income to Net Fee Related Earnings from Operations is presented in Exhibit 4b to this release.

               
Three Months Ended Six Months Ended
March 31, June 30,

September 30,

December 31, March 31, June 30, June 30, June 30,
2008 2008

2008

2008 2009 2009 2009 2008
Corporate Private Equity
Revenues
Management Fees
Base Management Fees $ 67,336 $ 66,967 $ 67,009 $ 67,649 $ 68,431 $ 67,740 $ 136,171 $ 134,303
Transaction and Other Fees * 10,837 19,161 26,090 24,862 13,982 15,711 29,693 29,998
Management Fee Offsets **   (8,410 )   (15,232 )   (9,330 )   (1,044 )   (3,654 )   (566 )   (4,220 )   (23,642 )
Total Management Fees 69,763 70,896 83,769 91,467 78,759 82,885 161,644 140,659
Performance Fees and Allocations (163,430 ) 21,960 (104,653 ) (184,362 ) 4,818 97,185 102,003 (141,470 )
Investment Income (Loss) and Other   (23,076 )   (489 )   (47,533 )   (101,053 )   (15,481 )   18,516     3,035     (23,565 )
Total Segment Revenues   (116,743 )   92,367     (68,417 )   (193,948 )   68,096     198,586     266,682     (24,376 )
Expenses
Compensation and Benefits (80,752 ) 40,283 34,192 22,483 (5,124 ) 54,263 49,139 (40,469 )
Other Operating Expenses   22,174     20,799     23,878     22,708     20,108     20,553     40,661     42,973  
Total Segment Expenses   (58,578 )   61,082     58,070     45,191     14,984     74,816     89,800     2,504  
Economic Net Income (Loss) $ (58,165 ) $ 31,285   $ (126,487 ) $ (239,139 ) $ 53,112   $ 123,770   $ 176,882   $ (26,880 )
 

Net Fee Related Earnings from Operations

$ 18,297   $ 15,871   $ 16,194   $ 31,566   $ 19,883   $ 23,885   $ 43,768   $ 34,168  
 
Real Estate
Revenues
Management Fees
Base Management Fees $ 66,751 $ 67,977 $ 80,361 $ 80,832 $ 80,198 $ 81,517 $ 161,715 $ 134,728
Transaction and Other Fees * 11,795 6,854 7,050 10,347 3,140 2,879 6,019 18,649
Management Fee Offsets **   (404 )   (326 )   (1,435 )   (2,804 )   (1,193 )   (486 )   (1,679 )   (730 )
Total Management Fees 78,142 74,505 85,976 88,375 82,145 83,910 166,055 152,647
Performance Fees and Allocations (30,062 ) (77,133 ) (302,448 ) (409,380 ) (228,573 ) (47,370 ) (275,943 ) (107,195 )
Investment Income (Loss) and Other   (574 )   (10,837 )   (58,766 )   (157,500 )   (66,127 )   (55,461 )   (121,588 )   (11,411 )
Total Segment Revenues   47,506     (13,465 )   (275,238 )   (478,505 )   (212,555 )   (18,921 )   (231,476 )   34,041  
Expenses
Compensation and Benefits 35,688 32,083 21,102 (12,080 ) (37,319 ) (6,824 ) (44,143 ) 67,771
Other Operating Expenses   15,762     13,532     13,221     11,574     12,615     12,978     25,593     29,294  
Total Segment Expenses   51,450     45,615     34,323     (506 )   (24,704 )   6,154     (18,550 )   97,065  
Economic Net Income (Loss) $ (3,944 ) $ (59,080 ) $ (309,561 ) $ (477,999 ) $ (187,851 ) $ (25,075 ) $ (212,926 ) $ (63,024 )
 

Net Fee Related Earnings from Operations

$ 20,317   $ 22,787   $ 32,739   $ 43,778   $ 30,513   $ 32,867   $ 63,380   $ 43,104  
 
Credit and Marketable Alternatives
Revenues
Management Fees
Base Management Fees $ 103,187 $ 127,465 $ 131,908 $ 114,276 $ 96,503 $ 96,293 $ 192,796 $ 230,652
Transaction and Other Fees * 1,128 2,884 3,806 698 443 687 1,130 4,012
Management Fee Offsets **   -     (16 )