Carlyle Group Inc
For the period ended Jun 30, 2024. Filed Aug 6, 2024.
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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Jun 30, 2024 · Filed Aug 6, 2024
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2024-03-31; filed 2024-05-07.
0001527166-24-000051
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2024-06-30; filed 2024-08-06.
0001527166-24-000067
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 1394 previous paragraphs and 1519 current paragraphs.
884 unchanged; 318 reworded; 295 added; 175 removed; 17 previous and 22 current paragraphs rearranged.
Tables are not compared: 48 previous and 48 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (295)
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AUM and$155 billion in Fee-earning AUM.
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billion in AUM and$48 billion in Fee-earning AUM.
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Global growth generally moderated in the second quarter of 2024 as the impact of persistently high interest rates began to
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manifest. U.S. economic activity showed signs of softening, India experienced slower economic activity and consumption
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growth, China’s economic momentum decelerated due to uneven underlying growth across sectors, and Korea’s economy
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contracted as domestic demand weakened. In contrast, Japan’s economy rebounded following a first quarter contraction, and
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euro area growth improved despite significant dispersion across regions and sectors.
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In the United States, official data indicate the economy grew at a 2.8% annualized rate. However, excluding inventory
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accumulation, which accounted for nearly one-third of the expansion, growth was 2%. This is consistent with the estimate
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implied by our proprietary portfolio data, and June was clearly the weakest of the quarter’s three months. While goods spending
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appears to be growing at its slowest rate in a year, and “experiences” spending finished June down 3% from its April 2024
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peak, the level of overall experiences outlays remains elevated well above pre-pandemic levels, as evidenced by robust
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passenger enplanements and hotel occupancy rates. Fixed investment in industrial facilities continues to be a bright spot, led by
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investments in (renewable) power generation and storage, data centers, semiconductors, and battery and EV manufacturing.
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These investments coincide with a backlog of projects in this space, with announced investment roughly five times larger than
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the dollar value of assets put-in-place thus far. This investment also comes alongside explosive growth in direct government
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investment in infrastructure, which is now growing at a faster rate than private outlays. The slowdown in economic growth,
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combined with a rise in the unemployment rate in July to its highest level in over two years, present growing evidence of the
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disinflationary trends that the Federal Reserve has signaled are necessary to observe before it considers lowering interest rates.
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Additionally, inflation, as measured by the Federal Reserve’s preferred gauge, the core Personal Consumption Expenditures
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Price Index (PCE), fell to 2.6%, marking the lowest level since March 2021. Recent market volatility has created a wide range
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of expected outcomes for the federal funds rate among market participants, with expectations whipsawing from two to as many
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as ten 25 basis point rate cuts from the Federal Reserve in the second half of 2024.
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In Japan, estimates indicate the economy rebounded in the second quarter, growing at a 2.5% annualized rate,
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following a first-quarter contraction. This economic recovery occurred against a backdrop of notable currency movements. For
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the past three years, the yen has closely tracked levels expected given the differential between the yields on U.S. Treasuries and
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Japanese Government Bonds. That ended in June, as the yen weakened even as interest differentials narrowed, though there has
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been a significant reversal in the beginning of the third quarter. Since July 10, the yen has appreciated nearly 12% against the
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U.S. dollar. Japanese public equities and the yen exchange rate tend to move in opposite directions; the recent strengthening of
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the yen against the U.S. dollar has been accompanied by a sharp selloff in Japanese public markets. However, it is important to
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view recent market volatility in the context of longer-term trends. Overall, corporate governance and stock exchange reforms
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have thus far produced their intended effect, with delistings, buyouts, spinoffs, and asset sales accelerating as management
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teams restructure operations for higher returns. The optimism and growing business volumes of M&A advisors suggest that the
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recent moves in Japanese asset prices do not reflect the potential scale of improvement in profitability outlooks. Global
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enthusiasm (until the past few weeks) for the Japanese market has also influenced the Korean Financial Services Commission to
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introduce its own corporate governance reforms earlier this year. Korea’s market appears to have an even greater opportunity
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for reform, with a higher proportion of companies priced below their accounting value of assets compared to Japan. Corporate
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inefficiencies are viewed as an intolerable drag on growth in light of demographic realities.
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In India, despite moderating consumption, our proprietary portfolio data suggest the economy expanded at a 5.9%
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annualized rate in the second quarter. India appears poised for a significant period of catch-up growth and rising living
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AUM and$153 billion in Fee-earning AUM.
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billion in AUM and$47 billion in Fee-earning AUM.
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deconsolidates these investment funds. Accordingly, our segment revenues primarily consist of fund management fees and
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related transaction and portfolio advisory fees and other income, realized performance revenues (consisting of incentive fees
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and performance allocations), realized principal investment income, including realized gains on our investments in our funds
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and other trading securities, as well as interest income. Our segment expenses primarily consist of cash compensation and
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benefits expenses, including salaries, bonuses, and realized performance payment arrangements, and general and administrative
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expenses. While our segment expenses include depreciation and interest expense, our segment expenses exclude acquisition and
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purposes.
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(1)Global Private Equity also includes assets under management in funds which we jointly advise with Riverstone Holdings L.L.C. (the
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“Legacy Energy funds”). The impact of these funds is no longer significant to our results of operations.
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The global economy showcased resilience in the first quarter of 2024, notwithstanding geopolitical tensions and
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persistently high interest rates. The U.S. economy maintained momentum, euro area growth was stable despite ongoing
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challenges in energy-intensive industrials and Germany, China’s economy expanded robustly despite uneven underlying growth
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across sectors, and both India and Korea experienced accelerated economic activity and consumption. U.S. GDP expanded at a
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1.6% annualized rate in the first quarter of 2024; however, this decelerated pace was largely due to declines in net exports and
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inventory investment. Underlying domestic demand remained robust, as evidenced by 3.1% annual growth in real final sales to
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private domestic purchasers. This growth was driven by robust consumer spending, large corporate technology budgets
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(software, data analytics, artificial intelligence (AI), storage, and other digital services), and an ongoing and unprecedented rise
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in industrial facilities investment. Our services (experiences) index ended the quarter at its highest ever levels as demand for air
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travel, hotel stays, live events, and off-premises dining continued to surge. Higher interest rates make it more difficult to finance
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“big ticket” purchases, most notably homes, as well as durable goods like autos, appliances, and renovations. Household debt
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service ratios remain low, however, with fixed-rate mortgages saving households over $450 billion annually (equal to over 2%
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of total consumption) relative to if these loans were repriced at market rates. This “hedge” allows consumption to grow with
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compensation (approximately 4% annually) and naturally biases spending toward entertainment services that do not need to be
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financed. Core and headline inflation finished the quarter up 3.5% and 3.8%, respectively, from a year earlier, continuing to be
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driven by services costs. At the November 1st Federal Open Market Committee Meeting, the Federal Reserve signaled that it
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was likely at the end of its tightening cycle, as inflationary pressures had begun to become less pronounced; however, as of the
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end of the first quarter of 2024, inflation remains above target, the labor market remains strong, and economic growth is steady,
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which has driven uncertainty amongst market participants on the timing and magnitude of any potential rate cuts in 2024. The
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market is currently pricing with the expectation of two rate cuts in 2024, down from the peak point of optimism when the
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market was pricing in seven rate cuts over the year.
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In China, official data indicate the economy surpassed expectations in the first quarter, growing at a 6.6% quarter-
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over-quarter annualized rate and 5.3% from a year ago. Although Chinese property markets remained weak, with new floor
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space sold ending the quarter down 50%cumulatively from 2021 levels, there are positive signs elsewhere. Momentum in
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domestic innovation and the industrial sector indicates a strategic redirection of capital, suggesting a methodical approach to
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mitigating the immediate risks posed by the property sector. Package throughput volumes increased significantly relative to
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year-ago levels during the quarter, retail sales and foot traffic across our portfolio strengthened in March, and the value added
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of high-tech manufacturing rose by 7.5% year-over-year, accelerating 2.6% faster than in the fourth quarter of 2023. In Korea,
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broad measures of economic activity indicate that domestic demand momentum continued in the first quarter. Similarly, these
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also includes the NGP Carry Funds advised by NGP. As of March 31, 2024, our Global Private Equity segment had$159
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also includes the NGP Carry Funds advised by NGP. As of June 30, 2024, our Global Private Equity segment had$164
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debt, insurance solutions and global capital markets. As of March 31, 2024, our Global Credit segment had$186 billion in
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debt, insurance solutions and global capital markets. As of June 30, 2024, our Global Credit segment had$190 billion in
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related co-investment and secondary activities. As of March 31, 2024, our Global Investment Solutions segment had$80
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related co-investment and secondary activities. As of June 30, 2024, our Global Investment Solutions segment had$81
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disposition related charges and amortization of intangibles and impairment. Refer to Note 15, Segment Reporting, to the
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deconsolidates these investment funds. Refer to Note 15, Segment Reporting, to the condensed consolidated financial
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condensed consolidated financial statements included in this Quarterly Report on Form 10-Q for more information on the
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statements included in this Quarterly Report on Form 10-Q for more information on the differences between our financial
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differences between our financial results reported pursuant to U.S. GAAP and our financial results for segment reporting
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results reported pursuant to U.S. GAAP and our financial results for segment reporting purposes.
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management of$425 billion as of March 31, 2024 for each of our three global business segments (in billions):
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management of$435 billion as of June 30, 2024 for each of our three global business segments (in billions):
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(2)Includes our Financial Services (CGFSP), Sub-Saharan Africa Buyout (CSSAF), South America Buyout (CSABF), Peru Buyout (CPF),
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(1)Includes our Financial Services (CGFSP), Sub-Saharan Africa Buyout (CSSAF), South America Buyout (CSABF), Peru Buyout (CPF),
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(3)NGP Energy funds are advised by NGP Energy Capital Management, LLC, a separately registered investment adviser. We do not serve as
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(2)NGP Energy funds are advised by NGP Energy Capital Management, LLC, a separately registered investment adviser. We do not serve as
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(4)Includes our Infrastructure (CGIOF), Renewable Energy (CRSEF) and Power funds (CPP / CPOCP).
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(3)Includes our Infrastructure (CGIOF), Renewable Energy (CRSEF) and Power funds (CPP / CPOCP).
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(5)Includes Carlyle FRL, capital raised from strategic third-party investors which directly invest in Fortitude alongside Carlyle FRL, as well
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(4)Includes Carlyle FRL, capital raised from strategic third-party investors which directly invest in Fortitude alongside Carlyle FRL, as well
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(6)Includes our business development companies (CSL / CARS) and our newly launched evergreen fund (CDLF).
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(5)Includes our business development companies (CSL / CARS) and our evergreen fund (CDLF).
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(7)Includes our Energy Credit (CEMOF) and Real Estate Credit (CNLI) funds.
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(6)Includes our Energy Credit (CEMOF) and Real Estate Credit (CNLI) funds.
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(8)Includes Mezzanine funds and Carlyle AlpInvest Private Markets Fund (CAPM).
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(7)Includes Mezzanine funds and Carlyle AlpInvest Private Markets Fund (CAPM).
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Our data indicate modest improvement in Europe’s economy, with our composite measure of gross domestic product
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Our data indicate improvement in Europe’s economy, with our composite measure of GDP signaling positive growth, and
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significantly higher than in 2023, at an anticipated 11% for the year compared to merely 1% the previous year. Earnings are
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Earnings growth estimates remain significantly higher than in 2023, at an anticipated 10.8% for the year compared to 1%
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estimated to have grown by 5% in the first quarter of 2024, compared to the same period a year ago, led by the communication
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the previous year. Earnings are estimated to have grown by 11.5% in the second quarter of 2024, compared to the same period a
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services, utilities, consumer discretionary, and information technology sectors. The estimated blended net profit margin for the
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year ago, led by the communication services, information technology, financials, and utilities sectors. The estimated blended net
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fourth quarter of 2023 was reported at 11.7%, slightly higher than the 11.6% margin observed a year earlier.
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profit margin for the second quarter of 2024 was reported at 12.3%, which is above the 11.6% margin observed a year earlier.
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U.S. equity markets continued to perform well in the first quarter of 2024. The Dow Jones, S&P 500, and Nasdaq 100
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U.S. equity markets generally performed well in the second quarter of 2024. While the Russell 2000 and Dow Jones
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top seven stocks (Apple, Microsoft, NVIDIA, Alphabet, Amazon, Tesla, and Meta); during the first quarter, these stocks have
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increase in asset prices was narrow, with the top seven stocks (Apple, Microsoft, NVIDIA, Alphabet, Amazon, Tesla, and
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and co-investment strategies during the third quarter of 2023.
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The third quarter of 2024, by contrast, has been characterized to date by a spike in volatility and sharp market downturn.
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Our carry fund portfolio had modest 2% appreciation in the first quarter of 2024. Within our Global Private Equity
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portfolio had 1% appreciation in thesecond quarter of 2024. Within our Global Private Equity segment in thesecond quarter,
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segment in thefirst quarter, our infrastructure and natural resources funds appreciated 2%, our real estate funds appreciated 1%,
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our infrastructure and natural resources funds appreciated 3%, our corporate private equity funds appreciated 2%, and our real
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and our corporate private equity funds were flat. Our Global Credit carry funds (which represent approximately 11% of the total
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estate funds appreciated 1%. Our Global Credit carry funds (which represent approximately 11% of the total Global Credit
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quarter of 2024 as higher financing costs continue to pressure borrower debt-service capacity.
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Higher financing costs continue to pressure borrower debt-service capacity, and we have seen default rates increase in 2023 and
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default rate less than the industry average, and we are actively managing our credit positions to maintain balanced risk-adjusted
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than the industry average, and we are actively managing our credit positions to maintain balanced risk-adjusted credit quality.
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Gross originations in our direct lending strategy totaled $0.8 billion in the first quarter of 2024, a more than 100%
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Gross originations in our direct lending strategy totaled $1.1 billion in the second quarter of 2024, a nearly three-fold
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increase over originations in the first quarter of 2023, which was impacted by the slowdown in sponsor M&A activity in 2022
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increase over originations in the second quarter of 2023, which was impacted by the slowdown in sponsor M&A activity in
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and 2023. Dividend yields on our business development companies and CTAC as of March 31, 2024 were approximately 10%.
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2022 and 2023. Dividend yields on our business development companies and CTAC as of June 30, 2024 were approximately
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We had$5.3 billion in new capital inflows in thefirst quarter towards our previously announced target of $40 billion of
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We had$12.4 billion in new capital inflows in thesecond quarter, and$17.7 billion year-to-date, towards our previously
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capital inflows in 2024. The impact of muted realizations on investor liquidity has been exacerbated by an increase in demand
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announced target of $40 billion of capital inflows in 2024. The impact of muted realizations on investor liquidity has been
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on investor capital as the increased cost of subscription lines commonly used to bridge capital calls has led to borrowing
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exacerbated by an increase in demand on investor capital as the increased cost of subscription lines commonly used to bridge
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repayments and restricted use in current investment activity. The impact of net negative distributions to investors, combined
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capital calls has led to borrowing repayments and restricted use in current investment activity. The impact of net negative
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with increasing geopolitical risk and continued global economic uncertainty, has compounded an already challenging
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distributions to investors, combined with increasing geopolitical risk and continued global economic uncertainty, has
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fundraising landscape. While we believe that we will continue to attract a significant amount of capital for our buyout funds, we
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compounded an already challenging fundraising landscape. While we believe that we will continue to attract a significant
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have seen, and expect to continue to see, a decline in buyout fund sizes across most geographies, which may result in lower
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amount of capital for our buyout funds, we have seen a decline in buyout fund sizes across most geographies, which may
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management fees in Global Private Equity in the future.
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continue to result in lower management fees in Global Private Equity in the future.
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pending completion of judicial review of consolidated challenges to the rules by the Court of Appeals for the Eighth Circuit.
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pending completion of judicial review of consolidated challenges to the rules by the U.S. Court of Appeals for the Eighth
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We are closely evaluating potential impacts to our business of these rule adoptions and various financial, regulatory, and other
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business of these rule proposals and adoptions and various financial, regulatory, and other proposals put forth by the current
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with our updated compensation program that has not yet been paid is also excluded from our net accrued performance
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months ended June 30, 2024 and 2023, respectively.
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increased $16.7 million for thesix months ended June 30, 2024 compared to 2023, primarily due to an increase in incentive fees
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are included in the following table:
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portion of compensation from performance allocations.
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Interest and other expenses of Consolidated Funds. Interest and other expenses of Consolidated Funds increased $50.0
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(2)Includes charges (credits) related to Carlyle corporate actions and non-recurring items that affect period-to-period comparability and are
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not reflective of the Company’s operating performance.
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accrued fee related performance revenues for CPI as of June 30, 2024.
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Cash-based compensation and benefits expense. Cash-based compensation and benefits expense decreased $10.6 million
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bonuses as a result of the updates to our compensation program effective as of December 31, 2023.
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which charge fees on invested capital.
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Fee Revenues. Fee revenues increased $22.8 million for thethree months ended June 30, 2024 as compared to thethree
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General, administrative and other indirect expenses. General, administrative and other indirect expenses decreased$4.6
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finance and co-investment strategies and investment activity across all strategies. Market appreciation of$1.3 billion was driven
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The fund return information reflected in this discussion and analysis is not indicative of the performance of The Carlyle
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Group Inc. and is also not necessarily indicative of the future performance of any particular fund. An investment in The Carlyle
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Group Inc. is not an investment in any of our funds. There can be no assurance that any of our funds or our other existing and
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future funds will achieve similar returns.
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$300 million (the “2027 Tranche Revolving Loans”) and extend the maturity date to September 2027. This amendment also
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Note 6, Borrowings, to the condensed consolidated financial statements included in this Quarterly Report on Form 10-Q for
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condensed consolidated financial statements included in this Quarterly Report on Form 10-Q.
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raised for the investment in Fortitude through a Carlyle-affiliated investment fund and from strategic investors who directly
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management fees in the first quarter of 2023.
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allocations and incentive fee related compensation in 2024 reflects the increase in the proportion of our Performance allocations
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Interest and other expenses of Consolidated Funds. Interest and other expenses of Consolidated Funds increased $30.9
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for thethree months ended March 31, 2024 as compared to thethree months ended March 31, 2023, primarily due to a decrease
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ended March 31, 2024 as compared to thethree months ended March 31, 2023, primarily due to a decrease in realized net
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invested capital, and negative market activity of$1.3 billion driven by a decrease in value of the assets covered by the strategic
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lower of cost or fair value and net asset value.
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commitments, cumulative equity invested or total value as of March 31, 2024, which we refer to as our “significant funds,” is
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included throughout this discussion and analysis to facilitate an understanding of our results of operations for the periods
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information reflected in this discussion and analysis is not indicative of the performance of The Carlyle Group Inc. and is also
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not necessarily indicative of the future performance of any particular fund. An investment in The Carlyle Group Inc. is not an
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investment in any of our funds. There can be no assurance that any of our funds or our other existing and future funds will
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2.00% or an alternate base rate plus an applicable margin of 1.00%. The Company madeno borrowings under the Global Credit
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6, Borrowings, to the condensed consolidated financial statements included in this Quarterly Report on Form 10-Q for more
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Note 13, Equity, to the condensed consolidated financial statements included in this Quarterly Report on Form 10-Q.
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professionals, with the balance funded directly by the Company.