Operator
Operator
Good day, ladies and gentlemen. Thank you for standing by and welcome to KKR's Third Quarter 2018 Earnings Conference Call. During today's presentation, all parties will be in a listen-only mode. Following management's prepared remarks, the conference will be open for questions and instructions will be given at that time. As a reminder, this conference is being recorded. I would now like to introduce your host for today's conference, Craig Larson, Head of Investor Relations for KKR. Please begin, sir. Craig Larson - KKR & Co., Inc.: Thank you, Norma. Welcome to our third quarter 2018 earnings call. Thanks for joining us. As usual, I'm joined by Bill Janetschek, our CFO; and Scott Nuttall, our Co-President and Co-COO. We'd like to remind everyone that we'll be referring to non-GAAP measures on the call which are reconciled to GAAP figures in our press release which is available on the Investor Center section at kkr.com. And the call will also contain forward-looking statements which do not guarantee future events or performance, so please refer to our SEC filings for cautionary factors related to these statements. And like previous quarters, we've posted a supplementary presentation on our website that we'll be referring to over the course of the call. This morning we announced a strong quarter with total segment revenues of $1.2 billion and after tax distributable earnings of $497 million, increases of 27% and 21% respectively year-over-year. Now, before we get into all of the numbers, this is also a notable quarter for us because it's our first as a C corp, having completed the change in our structure from a partnership to a corporation on July 1. To begin, the dialogue we're having with institutions continues to only reinforce in our minds what we felt for a long time, that the partnership structure was a real impediment for many investors, and the best path for us to broaden our appeal and ultimately maximize shareholder value was through our being structured as a mainstream equity security. We've traded on the New York Stock Exchange as a PTP for the better part of eight years, and at this point we've been trading as a C corp for only a handful of months. So we're in the earliest of innings but we're encouraged by the dialogue we've been having, and it feels to us like we're experiencing a transition in our shareholder base. We believe we're seeing an increase in the breadth of our shareholders, and the shareholders we're attracting are focused on the long-term opportunities we have to create equity value through a combination of earnings growth, asset growth as well as book value compounding. In short, it feels like we're attracting a shareholder base that thinks about our business and our stock more similarly to how we think about our business and our stock, and that's great to see. Also as part of this, we've seen some index buying. As of September 30 we're owned at roughly 12 index funds at Vanguard in addition to passive funds focused on S&P's Total Market Index. Total buying across these index funds in Q3, we believe, is in excess of 50 million shares. Returning to the results for Q3, please take a look at page 2 of the supplement. This morning we reported after-tax distributable earnings of $0.60 per share. Management fees reached $277 million in the quarter; that's up 19% year-over-year. And this growth, combined with the continued strong performance in Capital Markets, led to a strong fee-related earnings quarter which Bill is going to discuss in more detail. On the bottom half of the page you'll see that our book value per share on a marked basis was $16.68 per share as of September 30, representing 21% growth year-over-year. Strong performance in our core investment strategy and in our PE investments were the key contributors here. Now, as we've talked about on our calls historically, as we think about our performance there are five things that we need to do well. One, we need to generate investment performance; two, raise capital; three, find attractive new investments; four, monetize existing investments; and finally, five, use our model of AUM, capital markets, and balance sheet. I'll update you on the first two and Bill is going to cover the final three. Starting first with investment performance, please take a look at page 3 of the supplement. We've had strong investment performance across our asset classes over the last 12 months. In private equity our three flagship funds you see on the page have appreciated 19% on a blended basis, and our overall private equity portfolio appreciated 7.3% for the quarter and 19.9% over the last 12 months. Our real asset strategies are performing with our more mature Real Estate, Infrastructure, and Energy flagship funds up 10%, 11%, and 15%. And in credit, we continue to see strong performance particularly in our Mezzanine and Special Situations strategies. This performance has resulted in a 20% increase in the net accrued carry figure on our segment balance sheet on a year-over-year basis despite $1.3 billion of realized carried interest over this timeframe. Turning to fundraising. Over the last 12 months we've raised $38 billion organically with an additional $15 billion of inflows from both our partnership with FS Investments and an incremental 5% stake in Marshall Wace. Notably, all of our fundraising efforts these past 12 months have come from outside of what we historically defined as benchmark traditional private equity funds. We've seen our core investment strategy which consisted solely of our position in USI this time last year scale from $1 billion to over $10 billion of AUM today. The growth and scaling of many of our other newer strategies have continued as well. In Q3 we held the final close on our $7.2 billion Infra III Fund, over 2x the size of its predecessor. And over the last 12 months we've seen inflows in Real Estate II as well as several billion of new capital raised across our private and leveraged credit strategies. And our level of fundraising activity remains high. We're currently fundraising across our European private equity, impact, real estate credit, energy, and direct lending strategies with fundraising likely to be launched across an additional six carry-paying strategies over the coming months. Capital inflows over the trailing 12 months have contributed to $58 billion of dry powder at quarter end, up 22% year-over-year. And importantly, we also have $20 billion of capital commitments that become fee-paying when it's invested at a weighted average rate of around 100 basis points, providing direct line of sight for us towards future management fees. And with that, let me turn it over to Bill. William J. Janetschek - KKR & Co., Inc.: Thanks, Craig. I'll start with the third thing we need to do well which is find new investment opportunities. This was an active deployment quarter for us. We invested $5.5 billion across businesses and geographies. Public Markets deployment was $1.6 billion coming primarily from investments made in our direct lending space. On the Private Markets side we invested $3.9 billion. The largest contributor was the carve-out of Unilever's Spreads business which I'll discuss in more detail shortly. Other notable uses of capital include the acquisitions of Discovery Midstream and investment at both our Infrastructure and Energy funds and AppLovin out of Americas XII. The fourth thing we need to do well is monetize our existing investments. We are continuing to see significant monetization activity across our PE business. As stated in our September press release, exits were diversified between strategics and secondary activity. And on a blended basis, the PE exits were done at 3.4 times our cost. In total, realization events drove a 21% increase in cash carry since the second quarter. And finally, the last thing we need to do well was use our model of AUM, capital markets, and balance sheet to capture greater economics for our investors. A great example of our model at work in the third quarter was our acquisition of Upfield, a carve-out of Unilever's Spreads business. This investment provided a compelling opportunity for our fund investors. We were the sole sponsor in this €7 billion enterprise value transaction that required approximately €2 billion of equity. KKR Capital Markets was instrumental in syndicating €1.2 billion of equity to third parties, and the team also helped underwrite and place the debt financing. Capital markets fees from Upfield alone were over $60 million in the quarter and helped contribute to the strongest quarter on record for our Capital Markets business. And we've announced two additional investments, BMC and Envision, which follow a comparable firm-wide approach. These transactions closed in the fourth quarter. And as such, the outlook for Capital Markets in Q4 is quite strong. Slide 4 highlights our fee-related earnings profile. AUM growth which in turn has led to management fee growth together with an active capital markets backdrop has led to a significant step up in our fee-related earnings. On an LTM basis we generated $970 million in fee-related earnings, representing a 26% increase compared to the prior period. And page 5 of the supplement summarizes our core fundamentals across the five categories. The power of our model is evident in our results and we are pleased with the progress and momentum we're seeing across the firm. Before I turn it over to Scott, I want to briefly touch on one additional item related to our hedge fund partnerships. Nephila, as you may recall, is a Bermuda-based investment manager specializing in catastrophic and weather insurance-linked securities and reinsurance-linked assets. In 2013 we acquired a 25% stake on our balance sheet. This past August we announced that Nephila is being fully acquired by Markel, a public specialty insurance company. Since our initial investment in 2013 Nephila's management team has done an excellent job growing AUM from $8 billion to $12 billion. Over this timeframe, our investment has also proved successful. The exit reflects roughly 3 times return on our investment and will allow us to book an attractive realized gain. While we'll be reflecting roughly a $3 billion outflow in our Public Markets fee-paying AUM as a result of the sale of Nephila, this will be partially offset by an incremental 5% ownership stake in Marshall Wace which we expect this to close in the coming weeks and which should contribute roughly $2 billion of Public Markets fee-paying AUM upon closing. Marshall Wace continues to be one of the premier hedge fund players in the world, so we're excited to enhance our stake and continue the strong partnership we formed with them. So in summary, please take a look at slide 6 which highlights the four metrics that we really believe matter: AUM, management fees, total distributable earnings, and book value per share. We feel we have a real opportunity to continue create and compound shareholder value substantially by enhancing each of these metrics which will be driven by investment performance and the efforts of our global team as they continue to collaborate and execute. And with that, I'll turn it over to Scott. Scott Charles Nuttall - KKR & Co., Inc.: Thanks, Bill. As Craig and Bill discussed, we had a great third quarter and we're having an excellent year. Our returns have been strong. AUM is up 27% over the last 12 months and our book value per share has grown over 20%. Our model is working. But to many of you on the phone, I'm sure September 30 feels like an eternity ago, so I thought I would talk about the recent volatility and how we look at it. We tend to think in multi-year and decade increments, not daily or quarterly periods. Our business model allows us to do this. The public markets think in shorter increments, and in times like the last few weeks the disparity in our time horizon relative to the public equity market becomes incredibly obvious. So I want to tell you how we think about what's going on both from a business standpoint as well as our stock price. Over the last month the S&P 500 Index is down 9%, the Russell 2000 is down 14%. There's been a meaningful downward move. And stocks, including KKR in the alternative space, broadly have not been immune to this. Our stock is down about 20% over the last month. When we've been in periods like this, we're always surprised by the extent of the sell-off of our stock and space. To be clear, we don't think like the public markets think. In our view, our firm is worth more today than three weeks ago. Our business is very stable. We have locked up capital that's diversified across asset classes. About 80% of our AUM is contractually committed to us for eight-plus years at inception. And we have $58 billion of dry powder, an amount that is up 22% over the last 12 months. So we have a lot of capital to put to work and a lot of visibility on the management fee line. In our experience, volatility in the market is a good thing for our business because if you have $58 billion that is ready to be put to work, and that capital cannot be taken away from you, it's good news when things get cheaper. We can buy assets at lower valuations. In fact, in our 40-plus years of experience some of our best investments have been made in periods of dislocation and volatility in the public markets. We saw this coming out of the financial crisis a decade ago and more recently in Asia where we've increased our capital deployment into a volatile market and have a growing pipeline at attractive valuations. And we can also buy back our stock at lower prices. So from our seats, our stability is worth more today and the firm has even more opportunities and better prospects today than a month ago. And as we invest aggressively into dislocation, our company will have the opportunity to grow in value over the long-term at a faster pace than if valuations had not dropped. And as a reminder, our long-term incentives are aligned as employees of KKR own about 40% of the stock. We believe our stock will be worth more down the road because of what's going on, and we continue to be committed to equity value creation. So in our view, if the volatility continues we think our long-term value will be higher. With that, we're happy to take your questions.