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8-K - 8-K - KKR Financial Holdings LLCa12-17073_18k.htm

Exhibit 99.1

 

KKR Financial Holdings LLC Announces Second Quarter 2012 Financial Results and

a Quarterly Distribution of $0.21 per Common Share

 

SAN FRANCISCO, CA, July 26, 2012—KKR Financial Holdings LLC (NYSE: KFN) (“KFN” or the “Company”) today announced its results for the second quarter ended June 30, 2012.

 

Second Quarter 2012 Highlights

 

·                  Net income for the second quarter ended June 30, 2012 totaled $71.2 million, or $0.39 per diluted common share.

 

·                  Declared a quarterly cash distribution of $0.21 per common share for the second quarter of 2012.

 

·                  Book value per common share of $9.79 as of June 30, 2012 as compared to book value per common share of $9.81 as of March 31, 2012.

 

For the three and six months ended June 30, 2012, KFN reported net income of $71.2 million, or $0.39 per diluted common share, and $159.3 million, or $0.87 per diluted common share, respectively. Comparatively, for the three and six months ended June 30, 2011, KFN reported net income of $107.5 million, or $0.59 per diluted common share, and $201.3 million, or $1.10 per diluted common share, respectively.

 

KFN’s second quarter 2012 results included net investment income of $85.6 million, other income of $19.5 million and non-investment expenses of $33.6 million. Comparatively, KFN’s second quarter 2011 results reflected net investment income of $88.7 million, other income of $62.6 million and non-investment expenses of $36.4 million. Net investment income decreased $3.1 million from the second quarter ended June 30, 2011 to 2012 primarily due to a $9.7 million increase in interest expense, partially offset by a $4.9 million increase in interest income generated from our corporate loan portfolio. Other income decreased $43.1 million from the second quarter ended June 30, 2011 to 2012 largely due to a $40.2 million decrease in net realized and unrealized gains on investments primarily as the result of a partial sale of one of our largest debt security holdings in the second quarter of 2011.

 

Portfolio Activity

 

Natural Resources Strategy

 

During the second quarter of 2012, the Company completed the following transactions: (i) closed the acquisition of working interests in oil and gas properties located in North Texas for approximately $69.6 million, of which $30.2 million was financed through the Company’s non-recourse natural resources credit facility; (ii) funded $29.8 million of the previously announced $90 million commitment to a partnership with Chesapeake Energy Corporation to invest in mineral interests and overriding royalty interests in key oil and gas basins in the United States and (iii) completed the acquisition of additional oil and gas working interests in acreage located in North Texas for approximately $14.8 million.

 

Commercial Real Estate Strategy

 

During the second quarter of 2012, the Company invested $36.8 million in Yorktown Center, a major shopping and entertainment center in the Chicago area, through its commercial real estate strategy.

 

Book Value

 

Book value per share decreased to $9.79 as of June 30, 2012 from $9.81 as of March 31, 2012. The decrease in book value per share from March 31, 2012 was primarily driven by (i) an increase in the Company’s accumulated other comprehensive loss, a component of shareholders’ equity, of $0.24 per share partially as a result of declines in value of certain interest rate swaps designated as cash flow hedges and (ii) the Company’s distribution to shareholders for the first quarter 2012 of $0.18 per common share, partially offset by (iii) the Company’s earnings for the second quarter of $0.40 per basic common share.

 

Distributions

 

On July 26, 2012, the Company’s board of directors declared a cash distribution of $0.21 per common share. The distribution is payable on August 23, 2012 to common shareholders of record as of the close of business on August 9, 2012.

 



 

Information for Investors: Conference Call and Webcast

 

The Company will host a conference call and audio webcast to review its results for the second quarter ended June 30, 2012 on July 26, 2012, at 2:00 p.m. PT (5:00 p.m. ET). The conference call may be accessed by dialing (888) 801-6507 (domestic) or +1 (913) 312-0963 (international); a pass code is not required. A telephonic replay of the call will be available through August 9, 2012 by dialing (888) 203-1112 (domestic) and +1 (719) 457-0820 (international), pass code 4076832. Supplemental materials that will be discussed during the call and the live audio web cast will be available in the Investor Relations section of the Company’s website at http://ir.kkr.com/kfn_ir/kfn_events.cfm. An audio replay of the web cast will be archived in the Investor Relations section of the Company’s website at http://ir.kkr.com/kfn_ir/kfn_events.cfm.

 

From time to time the Company may use its website as a channel of distribution of material company information. Financial and other important information regarding the Company is routinely posted on and accessible at the Investor Relations section for KFN at www.kkr.com. In addition, you may automatically receive email alerts and other information about the Company by enrolling your email by visiting the “Email Alerts” area in KFN’s Investor Relations section.

 

About KKR Financial Holdings LLC

 

KKR Financial Holdings LLC is a specialty finance company with expertise in a range of asset classes. KFN’s core business strategy is to leverage the proprietary resources of its manager with the objective of generating both current income and capital appreciation. KFN executes its core business strategy through its majority-owned subsidiaries. KFN is externally managed by KKR Financial Advisors LLC, a wholly-owned subsidiary of KKR Asset Management LLC, which is a wholly-owned subsidiary of Kohlberg Kravis Roberts & Co. L.P.  Additional information regarding KFN is available at http://www.kkr.com.

 

“Safe Harbor” Statement Under the Private Securities Litigation Reform Act of 1995: This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, including statements with regards to commitments to deploy capital. These forward-looking statements are based on information available to the Company as of the date of this press release and actual results may differ. These forward-looking statements involve known and unknown risks, uncertainties and other factors beyond the Company’s control. Any forward-looking statements speak only as of the date of this press release and the Company expressly disclaims any obligation to update or revise any of them to reflect actual results, any changes in expectations or any change in events. If the Company does update one or more forward-looking statements, no inference should be drawn that it will make additional updates with respect to those or other forward-looking statements. For additional information concerning risks, uncertainties and other factors that may cause actual results to differ from those anticipated in the forward-looking statements, and risks to the Company’s business in general, please refer to the Company’s SEC filings, including its Annual Report on Form 10-K for the fiscal year ended December 31, 2011, filed with the SEC on February 28, 2012 and its Quarterly Report on Form 10-Q for the quarter ended March 31, 2012, filed with the SEC on May 9, 2012.

 



 

Schedule I

KKR Financial Holdings LLC

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)

(Amounts in thousands, except per share information)

 

 

 

For the three
months ended
June 30, 2012

 

For the three
months ended
June 30, 2011

 

For the six
months ended
June 30, 2012

 

For the six
months ended
June 30, 2011

 

Net investment income:

 

 

 

 

 

 

 

 

 

Loan interest income

 

$

107,602

 

$

102,656

 

$

211,696

 

$

212,301

 

Securities interest income

 

20,813

 

22,073

 

43,389

 

44,629

 

Other investment income

 

12,135

 

11,114

 

23,399

 

14,243

 

Total investment income

 

140,550

 

135,843

 

278,484

 

271,173

 

Interest expense

 

42,655

 

32,978

 

83,370

 

65,099

 

Interest expense to affiliates

 

12,318

 

14,142

 

25,177

 

26,238

 

Provision for loan losses

 

 

 

46,498

 

11,661

 

Net investment income

 

85,577

 

88,723

 

123,439

 

168,175

 

Other income:

 

 

 

 

 

 

 

 

 

Net realized and unrealized gain on investments

 

18,382

 

58,541

 

81,970

 

97,725

 

Net realized and unrealized (loss) gain on derivatives and foreign exchange

 

(3,630

)

1,241

 

5,519

 

7,308

 

Net realized and unrealized gain (loss) on residential mortgage-backed securities, at estimated fair value

 

3,016

 

609

 

6,063

 

(129

)

Net loss on restructuring and extinguishment of debt

 

 

 

(445

)

 

Other income

 

1,701

 

2,187

 

5,293

 

4,110

 

Total other income

 

19,469

 

62,578

 

98,400

 

109,014

 

Non-investment expenses:

 

 

 

 

 

 

 

 

 

Related party management compensation

 

12,804

 

24,315

 

30,917

 

45,516

 

General, administrative and directors expenses

 

19,526

 

10,367

 

32,330

 

18,538

 

Professional services

 

1,308

 

1,691

 

3,204

 

3,123

 

Total non-investment expenses

 

33,638

 

36,373

 

66,451

 

67,177

 

Income before income tax expense (benefit)

 

71,408

 

114,928

 

155,388

 

210,012

 

Income tax expense (benefit)

 

203

 

7,424

 

(3,865

)

8,741

 

Net income

 

$

71,205

 

$

107,504

 

$

159,253

 

$

201,271

 

 

 

 

 

 

 

 

 

 

 

Net income per common share:

 

 

 

 

 

 

 

 

 

Basic

 

$

0.40

 

$

0.60

 

$

0.89

 

$

1.13

 

Diluted

 

$

0.39

 

$

0.59

 

$

0.87

 

$

1.10

 

 

 

 

 

 

 

 

 

 

 

Weighted-average number of common shares outstanding:

 

 

 

 

 

 

 

 

 

Basic

 

177,809

 

177,674

 

177,792

 

177,376

 

Diluted

 

181,642

 

182,393

 

181,944

 

181,844

 

 



 

Schedule II

KKR Financial Holdings LLC

CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED)

(Amounts in thousands, except share information)

 

 

 

June 30,
2012

 

December 31,
2011

 

Assets

 

 

 

 

 

Cash and cash equivalents

 

$

473,789

 

$

392,154

 

Restricted cash and cash equivalents

 

414,814

 

399,620

 

Securities

 

813,777

 

922,603

 

Corporate loans, net (includes $183,934 and $317,332 loans held for sale as of June 30, 2012 and December 31, 2011, respectively)

 

5,945,230

 

6,443,399

 

Equity investments, at estimated fair value ($16,418 and $12,222 pledged as collateral as of June 30, 2012 and December 31, 2011, respectively)

 

157,677

 

189,845

 

Derivative assets

 

32,319

 

28,463

 

Interest and principal receivable

 

38,223

 

62,124

 

Other assets

 

483,808

 

209,020

 

Total assets

 

$

8,359,637

 

$

8,647,228

 

Liabilities

 

 

 

 

 

Collateralized loan obligation secured debt

 

$

5,063,406

 

$

5,540,037

 

Collateralized loan obligation junior secured notes to affiliates

 

322,348

 

365,848

 

Credit facilities

 

100,000

 

38,300

 

Convertible senior notes

 

277,408

 

299,830

 

Senior notes

 

362,132

 

250,676

 

Junior subordinated notes

 

283,517

 

283,517

 

Accounts payable, accrued expenses and other liabilities

 

44,097

 

24,680

 

Accrued interest payable

 

25,043

 

25,536

 

Accrued interest payable to affiliates

 

6,921

 

6,561

 

Related party payable

 

7,967

 

11,078

 

Derivative liabilities

 

120,072

 

125,333

 

Total liabilities

 

6,612,911

 

6,971,396

 

Shareholders’ Equity

 

 

 

 

 

Preferred shares, no par value, 50,000,000 shares authorized and none issued and outstanding at June 30, 2012 and December 31, 2011

 

 

 

Common shares, no par value, 500,000,000 shares authorized, and 178,393,521 and 178,145,482 shares issued and outstanding at June 30, 2012 and December 31, 2011, respectively

 

 

 

Paid-in-capital

 

2,760,628

 

2,759,478

 

Accumulated other comprehensive loss

 

(46,633

)

(35,619

)

Accumulated deficit

 

(967,269

)

(1,048,027

)

Total shareholders’ equity

 

1,746,726

 

1,675,832

 

Total liabilities and shareholders’ equity

 

$

8,359,637

 

$

8,647,228

 

 

Investor Relations Contact:

Pam Testani

415-315-6597

investor-relations@kkr.com

 

Media Contact:

Kristi Huller

212-750-8300

media@kkr.com