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What changed in Carlyle Group Inc.'s 10-K2022 vs 2023

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Paragraph-level year-over-year comparison of Carlyle Group Inc.'s 2022 and 2023 10-K annual filings, covering the Business, Risk Factors, Legal Proceedings, Cybersecurity, MD&A and Market Risk sections. Every new, removed and edited paragraph is highlighted side-by-side so you can see exactly what management changed in the 2023 report.

+2005 added867 removedSource: 10-K (2024-02-22) vs 10-K (2023-02-09)

Top changes in Carlyle Group Inc.'s 2023 10-K

2005 paragraphs added · 867 removed · 586 edited across 6 sections

Item 1. Business

Business — how the company describes what it does

202 edited+1301 added32 removed161 unchanged
Biggest changeWe continued to roll out several leadership development programs and implemented a well-being strategy focused on enabling employees to foster emotional, physical, financial, environmental, and social well-being. 7 During 2022, with feedback received from employee surveys, we continued to reimagine our processes, office environment and business operations. We continued to significantly enhance our ESG and DEI efforts: We became a signatory of the United Nations-backed Principles for Responsible Investment, and remain involved with several important industry initiatives in the field, including, among others, the ESG Data Convergence Initiative, the International Sustainability Standards Board Investor Advisory Group (IIAG), the Alternative Investment Management Association (AIMA) Global Responsible Investment Steering Committee, and the One Planet Private Equity Funds initiative. We held a Sustainability Workshop in May 2022 that welcomed more than 60 guests from our portfolio companies and included sessions on developing resilient climate strategies and leading practices for employee engagement. We continued to deepen the integration of ESG within our investment teams and portfolio companies, with ESG assessments included in most Carlyle investment decisions using proprietary due diligence tools in our GPE and Global Credit segments. We invested in enhancing DEI through our second year of the DEI Incentive Awards program, where we granted approximately $2 million in awards to 70 employees from around the globe who made an impact on DEI at Carlyle. We launched the DEI Leadership Network, a coalition of portfolio company CEOs around the globe to develop a peer group for shared resources and insights that can help advance DEI within their respective companies. Operational and strategic highlights for our three global business segments for 2022 include: Global Private Equity (“GPE”) : During 2022, GPE invested $19.9 billion across the segment, including $14.5 billion in the Americas, $2.7 billion in Europe, and $2.7 billion in Asia. Our GPE funds realized proceeds of $22.5 billion for our GPE carry fund investors in 2022, across a mix of trade-sales, public market block trades, recapitalizations, and dividends. During 2022, we raised $10.6 billion in new capital commitments for our GPE funds, which included the launch of our fifth Europe technology fund (“CETP V”) and our second renewable energy fund (“CRSEF II”).
Biggest changeWe continued to roll out several leadership development programs and implemented a well-being strategy focused on enabling employees to foster emotional, physical, financial, environmental, and social well-being. During 2023 , with feedback received from employee surveys, we continued to reimagine our processes, office environment, and business operations. We continued to significantly enhance our Sustainability and Diversity, Equity, and Inclusion (“DEI”) efforts: We are a signatory of the United Nations-backed Principles for Responsible Investment and remain involved with several important industry initiatives in the field, including, among others, the Environmental, Social, and Governance (“ESG”) Data Convergence Initiative, the International Sustainability Standards Board Investor Advisory Group (IIAG), the Alternative Investment Management Association (AIMA) Global Responsible Investment Steering Committee, and the One Planet Private Equity Funds Initiative. We continued to deepen the integration of Sustainability and ESG within our investment teams and portfolio companies, with ESG assessments included in most Carlyle investment decisions using proprietary due diligence tools in our Global Private Equity, Global Credit, and Global Investment Solutions segments. We invested in enhancing DEI through our third year of the DEI Incentive Awards program, where we granted approximately $2 million in awards to 64 employees from around the globe who made an impact on DEI at Carlyle. 7 We continued the DEI Leadership Network, a coalition of portfolio company CEOs around the globe to develop a peer group for shared resources and insights that can help advance DEI within their respective companies. Operational and strategic highlights for our three global business segments for 2023 include: Global Private Equity (“GPE”) : During 2023 , GPE invested $8.6 billion across the segment, including $ 6.1 billion in the Americas, $2.0 billion in Europe, and $0.4 billion in Asia. Our GPE funds realized proceeds of $13.5 billion for our GPE carry fund investors in 2023 , across a mix of trade-sales, public market block trades, recapitalizations, and dividends. During 2023 , we raised $8.7 billion in new capital commitments for our GPE funds, which included the launch of our sixth Asia buyout fund (“CAP VI”) and our fifth Japan buyout fund (“CJP V”).
The general partners or investment advisers to certain of our Global Private Equity and Global Credit carry funds from time to time receive customary transaction fees upon consummation of many of our funds’ acquisition transactions, receive monitoring fees from many of their portfolio companies following acquisition and may from time to time receive other fees in connection with their activities.
The general partners or investment advisers to certain of our Global Private Equity and Global Credit carry funds from time to time receive customary transaction fees upon consummation of many of our funds’ acquisition transactions, receive monitoring fees from many of their portfolio companies following acquisition, and may receive other fees in connection with their activities.
Carried interest is ultimately realized and distributed when: (i) an underlying investment is profitably disposed of; (ii) certain costs borne by the investors have been reimbursed; (iii) the investment fund’s cumulative returns are in excess of the preferred return; and (iv) we have decided to collect carry rather than return additional capital to investors.
Carried interest is ultimately realized and distributed when: (i) an underlying investment is profitably disposed of; (ii) certain costs borne by the investors have been reimbursed; (iii) the investment fund’s cumulative realized returns are in excess of the preferred return; and (iv) we have decided to collect carry rather than return additional capital to investors.
Moreover, we have partnerships with organizations such as the 10,000 Black Interns Programme in the UK, Level 20, Out for Undergrad and the Diversity & Inclusion in Asia Network. Employee Engagement We routinely evaluate, modify, and enhance our internal processes and technologies to increase employee engagement, productivity and efficiency.
Moreover, we have partnerships with organizations such as the 10,000 Black Interns Programme in the UK, Level 20, Out for Undergrad, and the Diversity and Inclusion in Asia Network. Employee Engagement We routinely evaluate, modify, and enhance our internal processes and technologies to increase employee engagement, productivity, and efficiency.
The latest iteration of MiFID, Directive 2014/ 65/EU (“MiFID II”) together with the accompanying Regulation (EU) No 600/2014 (the “Markets in Financial Instruments Regulation” or “MiFIR”), extended the MiFID requirements in a number of areas and require investment firms to comply with more prescriptive and onerous obligations in relation to such things as: costs and charges disclosure, product design and governance, the receipt and payment of inducements, the receipt of and payment for investment research, suitability and appropriateness assessments, conflicts of interest, record-keeping, best 26 execution, transaction and trade reporting, remuneration, training and competence and corporate governance.
The latest iteration of MiFID, Directive 2014/65/EU (“MiFID II”) together with the accompanying Regulation (EU) No 600/2014 (the “Markets in Financial Instruments Regulation” or “MiFIR”), extended the MiFID requirements in a number of areas and require investment firms to comply with more prescriptive and onerous obligations in relation to such things as: costs and charges disclosure, product design and governance, the receipt and payment of inducements, the receipt of and payment for investment research, suitability and appropriateness assessments, conflicts of interest, record-keeping, best execution, transaction and trade reporting, remuneration, training and competence, and corporate governance.
The receipt of carried interest in respect of investments of our carry funds is dictated by the terms of the partnership agreements that govern such funds, which generally allow for carried interest distributions in respect of an investment upon a 18 realization event after satisfaction of obligations relating to the return of capital from all realized investments, any realized losses, allocable fees and expenses and the applicable annual preferred return.
The receipt of carried interest in respect of investments of our carry funds is dictated by the terms of the partnership agreements that govern such funds, which generally allow for carried interest distributions in respect of an investment upon a realization event after satisfaction of obligations relating to the return of capital from all realized investments, any realized losses, allocable fees and expenses, and the applicable annual preferred return.
In some cases, the termination date may be later if extended by the general partner (in many instances with the consent of a majority in interest (based on capital commitments) of the investors or the investment advisory committee) for successive up to three-year periods, or until such time as is reasonably necessary for the general partner to be able to liquidate the fund’s assets.
In some cases, the termination date may be later if extended by the general partner (in many instances with the consent of a majority in interest (based on capital commitments) of the investors or the investment advisory committee) for successive and up to three-year periods, or until such time as is reasonably necessary for the general partner to be able to liquidate the fund’s assets.
Inherent in all stages of credit evaluation is a determination of the likelihood of potential catalysts emerging, such as corporate reorganizations, recapitalizations, asset sales, changes in a company’s liquidity and mergers and acquisitions. 14 Risk Minimization. Our Global Credit team seeks to make investments in companies that are well-positioned to weather downturns and/or below-plan performance.
Inherent in all stages of credit evaluation is a determination of the likelihood of potential catalysts emerging, such as corporate reorganizations, recapitalizations, asset sales, changes in a company’s liquidity and mergers and acquisitions. Risk Minimization. Our Global Credit team seeks to make investments in companies that are well-positioned to weather downturns and/or below-plan performance.
Included among our many longstanding fund investors are pension funds, sovereign wealth funds, insurance companies and high net worth individuals in the United States, Asia, Europe, the Middle East and South America. We have a dedicated in-house investor relations group that strives to cultivate long-term, strategic partnerships with our limited partners.
Included among our many longstanding fund investors are pension funds, sovereign wealth funds, insurance companies and high net worth individuals in the United States, Asia, Europe, the Middle East, and South America. 15 We have a dedicated in-house investor relations group that strives to cultivate long-term, strategic partnerships with our limited partners.
Our investor services professionals provide an important control function, ensuring that transactions are structured pursuant to the partnership agreements, assisting in global regulatory compliance requirements and investor reporting to enable investors to easily monitor 15 the performance of their investments. We have devoted substantial resources to creating comprehensive and timely investor reports, which are increasingly important to our investor base.
Our investor services professionals provide an important control function, ensuring that transactions are structured pursuant to the partnership agreements, assisting in global regulatory compliance requirements, and investor reporting to enable investors to easily monitor the performance of their investments. We have devoted substantial resources to creating comprehensive and timely investor reports, which are increasingly important to our investor base.
CELF Advisors LLP (“CELF”), another one of our subsidiaries in the UK, is also authorized and regulated by the FCA, but has permission to undertake a broader range of regulated activities than CECP, namely, arranging deals in investments, advising on investments, managing investments, dealing in investments as agent, and arranging for the safeguarding and administration of assets.
CELF Advisors LLP (“CELF”), another one of our subsidiaries in the UK, is also authorized and regulated by the FCA, but has permission to undertake a broader range of regulated activities than CECP, namely, arranging deals in investments, advising on investments, managing investments, dealing in investments as agent, and arranging for the 25 safeguarding and administration of assets.
The AIFMD regulates fund managers by, among other things, prescribing authorization conditions for an AIFM, restricting the activities that can be undertaken by an AIFM, prescribing the organizational requirements, operating conditions, and regulatory standards relating to such things as initial capital, remuneration, conflicts, risk management, leverage, liquidity management, delegation of duties, transparency and 25 reporting requirements.
The AIFMD regulates fund managers by, among other things, prescribing authorization conditions for an AIFM, restricting the activities that can be undertaken by an AIFM, prescribing the organizational requirements, operating conditions, and regulatory standards relating to such things as initial capital, remuneration, conflicts, risk management, leverage, liquidity management, delegation of duties, transparency, and reporting requirements.
We seek to promote greater diversity among our employees, enhance knowledge and understanding of key DEI issues, reward progress on our DEI goals and foster an environment where our employees and stakeholders feel included and valued for their diverse experiences and perspectives. We strive to embed DEI into everything we do by leveraging our spheres of influence.
We seek to promote greater diversity among our employees, enhance knowledge and understanding of key DEI issues, reward progress on our DEI goals, and foster an environment where our employees and other stakeholders feel included and valued for their diverse experiences and perspectives. We strive to embed DEI into everything we do by leveraging our spheres of influence.
Carlyle has an internal dedicated ESG team with a breadth of experience to help identify critical ESG matters in our investment processes, as well as a network of outside experts to enable our investment teams to selectively go deeper on important ESG factors and potential ESG growth opportunities for a given investment over our projected investment periods.
Carlyle has an internal, dedicated Sustainability team with a breadth of experience to help identify critical ESG matters in our investment processes, as well as a network of outside experts to enable our investment teams to selectively go deeper on important sustainability and ESG factors and identify potential growth opportunities for a given investment over our projected investment periods.
CELF is only permitted to carry out these activities in relation to eligible counterparties and professional clients. In 2022, we acquired Abingworth LLP (“Abingworth”), which is authorized and regulated by the FCA, with permissions for establishing, operating or winding up a collective investment scheme, and managing an unauthorized AIF.
In 2022, we acquired Abingworth LLP (“Abingworth”), which is authorized and regulated by the FCA, with permissions for establishing, operating, or winding up a collective investment scheme, and managing an unauthorized AIF. Abingworth is only permitted to carry out these activities in relation to eligible counterparties and professional clients.
Carlyle Mauritius CIS Investment Management Limited holds a “Qualified Foreign Institutional Investor” license from the China Securities Regulatory Commission, which entitles this entity to invest in certain permitted financial instruments (including equity) and derivatives traded or listed on exchanges in the Peoples Republic of China.
Carlyle Mauritius CIS Investment Management Limited holds a “Qualified Foreign Institutional 28 Investor” license from the China Securities Regulatory Commission, which entitles this entity to invest in certain permitted financial instruments (including equity) and derivatives traded or listed on exchanges in the Peoples Republic of China.
We believe that having the resources to complete investments of varying sizes provides us with the ability to enhance investment returns while providing for prudent industry, 12 geographic and size diversification. Our teams are staffed not only to effectively pursue large transactions, but also other transactions of varying sizes.
We believe that having the resources to complete investments of varying sizes provides us with the ability to enhance investment returns while providing for prudent industry, geographic and size diversification. Our teams are staffed not only to effectively pursue large transactions, but also other transactions of varying sizes.
With limited exceptions, our carry funds, BDCs, Interval Fund, NGP Predecessor Funds, and certain other investment vehicles, are closed-end funds. In a closed-end fund structure, once an investor makes an investment, the investor is generally not able to withdraw or redeem its interest, except in very limited circumstances.
With limited exceptions, our carry funds, BDCs, NGP Predecessor Funds, and certain other investment vehicles, are closed-end funds. In a closed-end fund structure, once an investor makes an investment, the investor is generally not able to withdraw or redeem its interest, except in very limited circumstances.
Our policy requires all employees to annually certify their understanding of and compliance with key global Carlyle policies and procedures. Global Information Technology and Solutions Global Information Technology and Solutions, which we refer to as GTS, is essential for Carlyle to conduct investment activities, manage internal administration activities and connect our global enterprise.
Our policy requires all employees to annually certify their understanding of and compliance with key global Carlyle policies and procedures. Global Technology & Solutions Global Technology & Solutions, which we refer to as GTS, is essential for Carlyle to conduct investment activities, manage internal administration activities, and connect our global enterprise.
The term of each of the closed-end Global Private Equity and Global Credit carry funds generally will end 10 years from the initial closing date, or in some cases, from the final closing date, but such termination date may be earlier in certain limited circumstances (e.g., six years, in the case of certain Carlyle Aviation Partners funds) or later if extended by the general partner (in many instances with the consent of a majority in interest (based on capital commitments) of the investors or the investment advisory committee) for successive one-year periods, typically up to a maximum of two years.
The term of each of the closed-end Global Private Equity and Global Credit carry funds generally will end 10 years from the initial closing date or, in some cases, from the final closing date, but such termination date may be earlier in certain circumstances (e.g., six years, in the case of certain Carlyle Aviation Partners funds and seven years, in the case of certain Global Credit funds) or later if extended by the general partner (in many instances with the consent of a majority in interest (based on capital commitments) of the investors or the investment advisory committee) for successive one-year periods, typically up to a maximum of two years.
Our general partner capital commitments are funded with cash and not with carried interest or through a management fee waiver program. 19 Employees We believe that one of the strengths and principal reasons for our success is the quality and dedication of our people.
Our general partner capital commitments are funded with cash and not with carried interest or through a management fee waiver program. Employees We believe that one of the strengths and principal reasons for our success is the quality and dedication of our people.
We utilize a proprietary ESG materiality assessment tool across our Global Credit platform to help our investment professionals efficiently understand a company’s or asset’s exposure to material ESG risks as part of the due diligence process. Evaluation of Macroeconomic Factors.
We utilize a proprietary ESG materiality assessment tool across our Global Credit 13 platform to help our investment professionals efficiently understand a company’s or asset’s exposure to material ESG risks as part of the due diligence process. Evaluation of Macroeconomic Factors.
At present, some EEA states have chosen not to operate a national private placement regime at all; some EEA states apply the minimum requirements; others require the minimum plus a few additional requirements (e.g., the appointment of a depository); and some require compliance with substantially all of the AIFMD.
At present, some EEA states have chosen not to operate a national 26 private placement regime at all, some EEA states apply the minimum requirements, others require the minimum plus a few additional requirements (e.g., the appointment of a depository), and some require compliance with substantially all of the AIFMD.
In addition to these traditional competitors, we increasingly have faced competition from local and regional firms, insurance and reinsurance companies, sovereign wealth funds, family offices and agencies and instrumentalities of governments in the various countries in which we invest.
In addition to these traditional competitors, we increasingly have faced competition from local and regional firms, insurance and reinsurance 23 companies, sovereign wealth funds, family offices, and agencies and instrumentalities of governments in the various countries in which we invest.
In addition, as a result of ownership of Fortitude by our investment fund, certain Carlyle affiliates that serve as general partner and investment advisor to the fund are subject to certain insurance laws and regulations in Bermuda as a “controller” of Fortitude Re under the Bermuda Insurance Act.
In addition, as a result of ownership of Fortitude by our investment fund, certain Carlyle affiliates that serve as general partner and investment advisor to the fund are subject to certain insurance laws and regulations in Bermuda as a “controller” of Fortitude Re and Fortitude International Re under the Bermuda Insurance Act.
We use our website (www.carlyle.com), our corporate Facebook page (www.facebook.com/onecarlyle), our corporate Twitter account (@OneCarlyle or www.twitter.com/onecarlyle), our corporate Instagram account (@onecarlyle or www.instagram.com/onecarlyle), our corporate LinkedIn account (www.linkedin.com/company/the-carlyle-group), our corporate YouTube channel (www.youtube.com/user/onecarlyle), and our corporate WeChat account (ID: gh_3e34f090ec20) as channels of distribution of material company information.
We use our website (www.carlyle.com), our corporate Facebook page (www.facebook.com/onecarlyle), our corporate X account (@OneCarlyle or www.twitter.com/onecarlyle), our corporate Instagram account (@onecarlyle or www.instagram.com/onecarlyle), our corporate LinkedIn account (www.linkedin.com/company/the-carlyle-group), our corporate YouTube channel (www.youtube.com/user/onecarlyle), and our corporate WeChat account (ID: gh_3e34f090ec20) as channels of distribution of material company information.
We strive to lead by example in driving and embracing change. We foster diverse perspectives by encouraging our employees to engage with others with candor and diversity of thought, promoting a team conscience that is inclusive and empowering.
Moreover, we strive to lead by example in driving and embracing change. We foster diverse perspectives by encouraging our employees to engage with others with candor and diversity of thought, promoting a team conscience that is inclusive and empowering.
Following the expiration of the commitment fee period, the management fees generally range from 0.25% to 1.0% on (i) net invested capital; (ii) the lower of cost or net asset value of the capital invested; or (iii) the net asset value for unrealized investments.
Following the expiration of the commitment fee period, the management fees generally range from 0.25% to 1.5% on (i) net invested capital; (ii) the lower of cost or net asset value of the capital invested; or (iii) the net asset value for unrealized investments.
In 2010, we became one of the first major private equity firms to publish an ESG report and in 2014, we hired our first dedicated ESG professional. Since then, we have continued to expand our team of dedicated ESG professionals.
In 2010, we became one of the first major private equity firms to publish an ESG report and in 2014, we hired our first dedicated sustainability professional. Since then, we have continued to expand our team of dedicated sustainability professionals .
As we ignite action within Carlyle, our investments, and the business community, we are making strides in DEI in the near term and laying the foundation for even greater impact into the future. Carlyle .
As 20 we ignite action within Carlyle, our investments, and the business community, we are making strides in DEI in the near term and laying the foundation for even greater impact into the future. Carlyle .
See Item 1A “Risk Factors—Risks Related to Regulation and Litigation—Extensive regulation in the United States and abroad affects our activities, increases the cost of doing business and creates the potential for significant liabilities and penalties,” “Financial regulations and changes thereto in the United States could adversely affect our business and the possibility of increased regulatory focus could result in additional burdens and expenses on our business” and “Regulatory initiatives in jurisdictions outside the United States could adversely affect our business.” Our businesses have operated for many years within a framework that requires our being able to monitor and comply with a broad range of legal and regulatory developments that affect our activities and we take our obligation to comply with all 28 such laws, regulations and internal policies seriously.
See Item 1A “Risk Factors—Risks Related to Regulation and Litigation—Extensive regulation in the United States and abroad affects our activities, increases the cost of doing business and creates the potential for significant liabilities and penalties,” “Financial regulations and changes thereto in the United States could adversely affect our business and the possibility of increased regulatory focus could result in additional burdens and expenses on our business,” and “Regulatory initiatives in jurisdictions outside the United States could adversely affect our business.” 29 Our businesses have operated for many years within a framework that requires our being able to monitor and comply with a broad range of legal and regulatory developments that affect our activities, and we take our obligation to comply with all such laws, regulations, and internal policies seriously.
Carlyle Mauritius Investment Advisor Limited and Carlyle Mauritius CIS Investment Management Limited are licensed providers of investment management services in the Republic of Mauritius and are subject to applicable Mauritian 27 securities laws and the oversight of the Financial Services Commission.
Carlyle Mauritius Investment Advisor Limited and Carlyle Mauritius CIS Investment Management Limited are licensed providers of investment management services in the Republic of Mauritius and are subject to applicable Mauritian securities laws and the oversight of the Financial Services Commission.
In the UK, the principal legislation regulating financial services is the Financial Services and Markets Act 2000 (the “FSMA”) and the principal European legislation affecting the conduct of our business in the EU is implemented under the Markets in Financial Instruments Directive (“MiFID”) and the Alternative Investment Fund Managers Directive (“AIFMD”), although there are a number of other pieces of legislation both in the UK and the EU that affect our business, such as the 24 General Data Protection Regulation (and its UK equivalent).
In the UK, the principal legislation regulating financial services is the Financial Services and Markets Act 2000 (the “FSMA”) and the principal European pieces of legislation affecting the conduct of our business in the EU is implemented under the Markets in Financial Instruments Directive (“MiFID”) and the Alternative Investment Fund Managers Directive (“AIFMD”), although there are also a number of other pieces of legislation both in the UK and the EU that affect our business, such as the General Data Protection Regulation (and its UK equivalent).
For the latest generation of our closed-end real estate funds, the length of the commitment period varies from fund to fund, typically running for a period of between two and five years from the final closing date, provided that the general partner may unilaterally extend such expiration date for one year and may extend it for another year with the consent of a majority of the limited partners for that fund.
For the latest generation of our closed-end real estate funds, the length of the commitment period varies from fund to fund, typically running for a period of between four and five years from the final closing date, provided that the general partner may unilaterally extend such expiration date for one year and may extend it for another year with the consent of a majority of the limited partners for that fund.
The Cross-Border Marketing Rules were introduced to streamline certain aspects of marketing investment funds by harmonizing the ability for EU AIFMs to distribute AIFs across the EU, including by introducing a new regime for “pre-marketing.” Moreover, these regulations also impose new restrictions and new obligations on fund managers that are pre-marketing their funds in the EU.
The Cross-Border Marketing Rules were introduced to streamline certain aspects of marketing investment funds by harmonizing the ability for EU AIFMs to distribute AIFs across the EU, including by introducing a new regime for “pre-marketing.” Moreover, these regulations also impose new restrictions and new obligations on fund managers that are pre-marketing their funds in the European Union.
Management fees for the BDCs are due quarterly in arrears at annual rates that range from 1.00% of net asset value (as adjusted for capital called, dividends reinvested, distributions paid and issuer share repurchases made) to 1.5% of gross assets (excluding cash and cash equivalents).
Management fees for the BDCs are due quarterly in arrears at annual rates that range from 1.0% of net asset value (as adjusted for capital called, dividends reinvested, distributions paid, and issuer share repurchases made) to 1.5% of gross assets (excluding cash and cash equivalents).
In accordance with our efforts to enhance our compliance program and in response to recommendations received from the SEC in the course of routine examinations, certain additional 23 policies and procedures have been put into place, but no material changes to our registered investment advisers’ operations have been made as a result of such examinations.
In accordance with our efforts to enhance our compliance program and in response to recommendations received from the SEC in the course of such examinations, certain additional policies and procedures have been put into place, but no material changes to our registered investment advisers’ operations have been made as a result of such examinations.
In addition, we have received a perfect score for five consecutive years on the Human Rights Campaign Corporate Equality Index, which recognizes corporate efforts to support LGBTQ+ employees. Carlyle is also a member of the 30% Coalition, which works to achieve diversity in senior leadership and the corporate boardroom.
In addition, we have received a perfect score for six consecutive years on the Human Rights Campaign Corporate Equality Index, which recognizes corporate efforts to support LGBTQ+ employees. Carlyle is also a member of the 30% Coalition, which works to achieve diversity in senior leadership and the corporate boardroom.
Inclusive leadership is one of our core leadership competencies, and the DEI Council is involved in reviewing the promotion process for our senior personnel. All of our employees who were nominated for promotion to a Managing Director or Partner role during 2022 were evaluated on their inclusive leadership and management skills.
Inclusive leadership is one of our core leadership competencies, and the DEI Council is involved in reviewing the promotion process for our senior personnel. All of our employees who were nominated for promotion to a Managing Director or Partner role during 2023 were evaluated on their inclusive leadership and management skills.
In particular, as AlpInvest’s assets under management attributable to separate accounts regulated by MiFID II (as defined below) increases so will AlpInvest’s regulatory capital and liquidity adequacy requirements, which may increase the costs of doing business and may impede intra-group capital and cash flows.
In particular, as AlpInvest’s assets under management attributable to separate accounts regulated by MiFID II increases so will AlpInvest’s regulatory capital and liquidity adequacy requirements, which may increase the costs of doing business and may impede intra-group capital and cash flows.
As a responsible global organization dedicated to driving value by seeking to serve its stakeholders, Carlyle has made it a priority to invest in a framework and the necessary resources for understanding, monitoring and managing ESG risks and opportunities across our portfolio.
As a responsible global organization dedicated to driving value by seeking to serve its stakeholders, Carlyle has made it a priority to invest in a framework and the necessary resources for understanding, monitoring, and managing Sustainability and ESG-related risks and opportunities across our portfolio.
As outlined above, certain of our European subsidiaries, notably CECP, CELF and CIC in the UK, must comply with the regulatory framework established by MiFID (including as retained in the UK), which regulates the provision and conduct of investment services and activities throughout the EEA.
As outlined above, certain of our European subsidiaries, notably CECP, CELF, and CIC in the United Kingdom, must comply with the regulatory framework established by MiFID (including as retained in the UK), which regulates the provision and conduct of investment services and activities throughout the EEA.
We believe the loyalty of our carry fund investor base, as evidenced by our substantial number of multi-fund relationships, enhances our ability to raise new funds and successor funds in existing strategies. Investor Services We have a team of 790 investor services professionals worldwide.
We believe the loyalty of our carry fund investor base, as evidenced by our substantial number of multi-fund relationships, enhances our ability to raise new funds and successor funds in existing strategies. Investor Services We have a team of 841 investor services professionals worldwide.
The FSMA rules and EU laws that have either been adopted into UK law in connection with the UK’s withdrawal from the EU (e.g., the Markets in Financial Instruments Regulation) or already implemented in the UK through domestic legislation or regulatory rules prior to such withdrawal (e.g., MiFID and AIFMD), comprehensively regulate the provision of most aspects of our asset management and advisory business in the UK, including sales, research and trading practices, provision of investment advice, corporate finance, dealing, use and safekeeping of client funds and securities, record keeping, margin practices and procedures, approval standards for individuals, anti-money laundering, periodic reporting, settlement procedures, securitization, derivative trading, prudential capital requirements, data protection, sustainable finance, and interest rate benchmarks.
The FSMA rules and EU laws that have either been adopted into UK law in connection with the UK’s withdrawal from the EU (e.g., the Markets in Financial Instruments Regulation) or already implemented in the UK through domestic legislation or regulatory rules prior to such withdrawal (e.g., MiFID and AIFMD), comprehensively regulate the provision of most aspects of our asset management and advisory business in the UK, including sales, research and trading practices, provision of investment advice, corporate finance, dealing, use and safekeeping of client funds and securities, record keeping, margin practices and procedures, anti-money laundering, periodic reporting, settlement procedures, securitization, derivative trading, prudential capital requirements, data protection, and interest rate benchmarks.
Our platform initiatives include CTAC, our closed-end interval fund which invests across Carlyle’s entire credit platform, as well as cross-platform separately managed accounts which are tailored to invest across Carlyle’s credit platform based on the specific investment needs of individual investors.
Our platform initiatives include CTAC, our closed-end interval fund that invests across Carlyle’s entire credit platform, as well as cross-platform separately managed accounts that are tailored to invest across Carlyle’s credit platform based on the specific investment needs of individual investors.
Our annual discretionary performance-based cash bonus program is a significant component of our compensation program and rewards employees based on firm, segment, investment fund, department and individual performance to directly align our employees with our financial performance and strategic goals.
Our annual, discretionary performance-based bonus program is a significant component of our compensation program and rewards employees based on firm, segment, investment fund, department, and individual performance to directly align our employees 21 with our financial performance and strategic goals.
In 2020, we further strengthened our policies and practices around evaluating new investments for ESG implications, establishing a senior ESG review committee to evaluate more complex ESG issues, in order to help guide our investment analysis.
In 2020, we further strengthened our policies and practices around evaluating new investments for ESG implications, establishing a senior ESG review committee to evaluate more complex ESG issues, in order to help inform our investment analysis.
Our decision to realize carry considers such factors as the level of embedded valuation gains, the portion of the fund invested, the portion of the fund returned to investors and the length of time the fund has been in carry, as well as other qualitative measures.
Our decision to collect carry considers such factors as the level of embedded valuation gains, the portion of the fund invested, the portion of the fund returned to investors, and the length of time the fund has been in carry, as well as other qualitative measures.
Also in 2020, we published our inaugural Task Force on Climate-related Financial Disclosures (TCFD) Report, underscoring our evolving approach to climate change and we published our first corporate ESG disclosures, utilizing Global Reporting Initiative (GRI) Standards, which provide an internationally recognized framework to communicate ESG matters to our various stakeholders.
Also in 2020, we published our inaugural Task Force on Climate-related Financial Disclosures (TCFD) Report, underscoring our evolving approach to climate change, as well as published our first corporate sustainability disclosures, utilizing Global Reporting Initiative (GRI) Standards, which provide an internationally recognized framework to communicate sustainability and ESG matters to our various stakeholders.
Our legal and compliance team also monitors the information barriers that we maintain to restrict the flow of confidential information, including material, nonpublic information, across our business. Our enterprise risk management function analyzes our operations and investment strategies to identify key risks facing the firm and works closely with the legal and compliance team to address them.
Our legal and compliance team also monitors the information barriers that we maintain to restrict the flow of confidential information, including material non-public information, across our business. Our enterprise risk management function analyzes our operations and investment strategies to identify key risks facing the firm and works closely with the legal and compliance team to address them.
We encourage our employees to leave their comfort zone and seek out a leading edge while working with passion, creativity and a relentless determination to deliver for our stakeholders. We seek to foster lateral working relationships across and beyond Carlyle while working as one team to drive long-term value creation.
In addition, we encourage our employees to leave their comfort zone and seek out a leading edge while working with passion, creativity, and a relentless determination to deliver for our stakeholders. We also seek to foster lateral working relationships across and beyond Carlyle while working as one team to drive long-term value creation.
The Carlyle Group Inc. was formed in Delaware as a partnership on July 18, 2011, and converted to a corporation on January 1, 2020. Our principal executive offices are located at 1001 Pennsylvania Avenue, NW, Washington, D.C. 20004-2505.
The Carlyle Group Inc. was formed in Delaware as a partnership on July 18, 2011, and converted to a corporation on January 1, 2020. Our principal executive offices are located at 1001 Pennsylvania Avenue, NW, Washington, D.C. 20004-2505. I TEM 1A.
Carlyle Australia Equity Management Pty Limited is licensed by the Australian Securities and Investments Commission as an Australian financial services licensee and is authorized to carry on a financial services business to provide advice on and deal in financial products (managed investment schemes and securities) for wholesale clients. Carlyle Japan Equity Management L.L.C.
Carlyle Australia Equity Management Pty Limited is licensed by the Australian Securities and Investments Commission as an Australian financial services licensee and is authorized to carry on a financial services business to provide advice on and deal in financial products (managed investment schemes and securities) for wholesale clients.
We incorporate this proprietary data into our investment portfolio management strategy and exit decisions on an ongoing basis. We believe this robust data gives us an advantage over our peers who do not have as large of a global reach. Talent and Organization Performance.
We incorporate this proprietary data into our investment portfolio management strategy and exit decisions on an ongoing basis. We believe this robust data gives us an advantage over our peers who do not have as large of a global reach.
Our registered investment advisers also have not been subject to any regulatory or disciplinary actions by the SEC. Finally, certain of our investment advisers are subject to limited SEC disclosure requirements as “exempt reporting advisers.” Effective January 3, 2022, Carlyle’s two affiliated broker-dealer entities, TCG Securities, L.L.C. (“TCG Securities”) and TCG Capital Markets L.L.C.
Our registered investment advisers also have not been subject to material regulatory or disciplinary actions by the SEC. Moreover, certain of our investment advisers are subject to limited SEC disclosure requirements as “exempt reporting advisers.” Effective January 3, 2022, Carlyle’s two affiliated broker-dealer entities, TCG Securities, L.L.C. (“TCG Securities”) and TCG Capital Markets L.L.C.
IFR/IFD affects AlpInvest, one of our subsidiaries, since it is an AIFM in the Netherlands with top-up permissions to provide investment services.
IFR/IFD affects AlpInvest, one of our subsidiaries, because it is an AIFM in the Netherlands with top-up permissions to provide investment services.
As of December 31, 2022, our direct lending investment team advised AUM totaling $9.4 billion. Opportunistic Credit. Our opportunistic credit team invests primarily in highly-structured and privately-negotiated capital solutions supporting corporate borrowers through secured loans, senior subordinated debt, mezzanine debt, convertible notes, and other debt-like instruments, as well as preferred and common equity.
As of December 31, 2023 , our direct lending investment team advised AUM totaling $9.6 billion . Opportunistic Credit. Our opportunistic credit team invests primarily in highly-structured and privately-negotiated capital solutions supporting corporate borrowers through secured loans, senior subordinated debt, mezzanine debt, convertible notes, and other debt-like instruments, as well as preferred and common equity.
Fortitude Re is subject to regulation and supervision by the Bermuda Monetary Authority (the “BMA”) and compliance with all applicable Bermuda law and Bermuda insurance statutes and regulations, including but not limited to the Insurance Act of 1978 (Bermuda) and the rules and regulations promulgated thereunder (the “Bermuda Insurance Act”).
Fortitude Re and Fortitude International Re are subject to regulation and supervision by the Bermuda Monetary Authority (the “BMA”) and compliance with all applicable Bermuda law and Bermuda insurance statutes and regulations, including but not limited to the Insurance Act of 1978 (Bermuda) and the rules and regulations promulgated thereunder (the “Bermuda Insurance Act”).
The impact of these funds is no longer significant to our results of operations. (2) Includes our Financial Services (CGFSP), Asia Growth (CAP Growth / CAGP), Sub-Saharan Africa Buyout (CSSAF), South America Buyout (CSABF), Peru Buyout (CPF), MENA Buyout and Ireland Buyout (CICF) funds, as well as platform accounts which invest across Corporate Private Equity strategies.
The impact of these funds is no longer significant to our results of operations. (2) Includes our Financial Services (CGFSP), Sub-Saharan Africa Buyout (CSSAF), South America Buyout (CSABF), Peru Buyout (CPF), MENA Buyout and Ireland Buyout (CICF) funds, as well as platform accounts which invest across Corporate Private Equity strategies.
Although Carlyle has seldom been obligated to pay a giveback obligation, such obligation, if any, in respect of previously realized carried interest, is generally determined and due upon the winding up or liquidation of a carry fund pursuant to the terms of the fund’s partnership agreement, although in certain cases the giveback is calculated at prior intervals.
Although Carlyle has seldom been obligated to pay a giveback obligation, such obligation, if any, in respect of previously realized carried interest, is determined and due upon the winding up or liquidation of a carry fund pursuant to the terms of the fund’s partnership agreement and in many cases the giveback is also calculated at prior intervals.
Consistent with our guiding principle that building better businesses means investing responsibly and engaging in the communities where we work and invest, we encourage our employees to get involved where they live, work and invest through our volunteer and wealth sharing programs. In 2022, more than 270 Carlyle employees gave over 400 philanthropic gifts, which we matched.
Consistent with our guiding principle that building better businesses means investing responsibly and engaging in the communities where we work and invest, we encourage our employees to get involved where they live, work, and invest through our volunteer and wealth sharing programs. In 2023, more than 270 Carlyle employees gave over 600 philanthropic gifts, which we matched.
Carlyle MENA Advisors Limited, a company limited by shares in the Abu Dhabi Global Market, is authorized by the Abu Dhabi Financial Services Regulatory Authority and is authorized to arrange deals in investments, advise on investments or credit and manage collective investment funds.
Carlyle MENA Advisors Limited, a company limited by shares in the Abu Dhabi Global Market, is authorized by the Abu Dhabi Financial Ser vices Regulatory Authority and is authorized to arrange deals in investments, advise on investments or credit, and manage collective investment funds.
(3) Active GPE funds includes seven NGP Carry Funds advised by NGP. We do not control NGP, and we do not serve as an investment adviser to the NGP funds.
(3) Active GPE funds includes eight NGP Carry Funds advised by NGP. We do not control NGP, and we do not serve as an investment adviser to the NGP funds.
As of December 31, 2022, over 150 portfolio companies are actively participating in the optional program, benefiting from more than 100 category arrangements and preferred vendor arrangements. ESG. We are committed to the principle that building a better business means investing responsibly and engaging in the communities where we work and invest.
As of December 31, 2023 , over 150 portfolio companies are actively participating in the optional program, benefiting from more than 100 category arrangements and preferred vendor arrangements. Sustainability. We are committed to the principle that building a better business means investing responsibly and engaging in the communities where we work and invest.
However, the TCA does not substantively address future cooperation in the financial services sector or reciprocal market access into the EU by UK-based firms under equivalence arrangements or otherwise. Nevertheless, as a new agreement, the implications and operations of the TCA may be subject to change and/or develop on short notice.
However, the TCA does not substantively address future cooperation in the financial services sector or reciprocal market access into the EU by UK-based firms under equivalence arrangements or otherwise. Nevertheless, the implications and operations of the TCA may be subject to change and/or develop on short notice.
The following table presents certain data about our Global Investment Solutions segment as of December 31, 2022 (dollar amounts in billions).
The following table presents certain data about our Global Investment Solutions segment as of December 31, 2023 (dollar amounts in billions).
We believe our commitment to ESG may strengthen strategy, bring new ideas for operational efficiency and help unlock value for certain portfolio companies. Since Carlyle was established, we have recognized the value and benefits of maintaining a business model grounded in investment fundamentals, strong governance and transparency.
We believe our approach to sustainability may strengthen strategy, bring new ideas for operational efficiency, and help unlock value for certain portfolio companies. Since Carlyle was established, we have recognized the value and benefits of maintaining a business model grounded in investment fundamentals, strong governance, and transparency.
Like FATCA, CRS imposes certain due diligence, documentation and reporting requirements on various Carlyle entities. While CRS does not contain a potential withholding requirement, non-compliance could subject Carlyle to certain reputational harm and potential financial penalties.
Like FATCA, CRS imposes certain due diligence, documentation, and reporting requirements on various Carlyle entities. While CRS does not contain a potential withholding requirement, noncompliance could subject Carlyle to certain reputational harm and potential financial penalties.
The investment adviser will receive management fees during a specified period of time, which is generally ten years from the initial closing date, or, in some instances, from the final closing date, but such termination date may be earlier in certain limited circumstances or later if extended for successive one-year periods, typically up to a maximum of two years.
The investment adviser will receive management fees during a specified period of time, which is generally ten years from the initial closing date, or, in some instances, from the final closing date, but such termination date may be earlier in certain limited circumstances or later (e.g., if extended for successive one-year periods, typically up to a maximum of two years, or until the disposition of the last investment).
The management fees charged to investors in our carry funds are generally reduced by 80% to 100% of the allocable portions of such transaction fees, monitoring fees, and certain other fees that are received by the general partners and their affiliates.
The management fees charged to investors in our carry funds are generally 100% of the allocable portions of such transaction fees, monitoring fees, and certain other fees that are 18 received by the general partners and their affiliates.
The following table presents certain data about our Global Credit segment as of December 31, 2022 (dollar amounts in billions).
The following table presents certain data about our Global Credit segment as of December 31, 2023 (dollar amounts in billions).
With respect to our separately managed accounts, BDCs and the Interval Fund, carried interest is generally referred to as an “Incentive Fee.” Incentive Fees consist of performance-based incentive arrangements pursuant to management contracts when the return on assets under management exceeds certain benchmark returns or other performance targets. Incentive Fees are recognized when the performance benchmark has been achieved.
With respect to our separately managed accounts, BDCs, CCIF, CAPM, and CTAC, carried interest is generally referred to as an “Incentive Fee.” Incentive Fees consist of performance-based incentive arrangements pursuant to management contracts when the return on assets under management exceeds certain benchmark returns or other performance targets. Incentive Fees are recognized when the performance benchmark has been achieved.
Although the UK has now withdrawn from the EU, its rules implementing MiFID continue to have effect and MiFIR has been adopted into UK law (subject to certain amendments to ensure it operates properly in a UK-specific context) in connection with this withdrawal.
Although the UK has now withdrawn from the EU, its rules implementing MiFID continue to have effect and MiFIR has been adopted into UK law (subject to certain amendments to ensure it operates properly in a UK-specific context) in connection with this withdrawal. In August 2022, the EU introduced amendments to MiFID II.
These gifts supported over 170 nonprofit organizations globally. Carlyle employees also put their time and expertise to work through volunteer activities across our offices. Employee Wellness We believe that a key component to investing in our employees is investing in their wellness. We focus on five pillars of wellbeing for our employees: physical, environmental, emotional, social and financial.
These gifts supported over 230 nonprofit organizations globally. Carlyle employees also put their time and expertise to work through volunteer activities across our offices. Employee Wellness We believe that a key component to investing in our employees is investing in their wellness. We focus on five pillars of well-being for our employees: physical, environmental, emotional, social, and financial.
Information about our segments should be read together with “Part II. Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations.” Global Private Equity Our GPE segment advises our buyout, growth, real estate, infrastructure and natural resources funds.
Information about our segments should be read together with Part II, Item 7 “Management’s Discussion and Analysis of Financial Condition and Results of Operations.” Global Private Equity Our GPE segment advises our buyout, growth, real estate, infrastructure and natural resources funds.
(5) Includes Carlyle FRL, capital raised from a strategic third-party investor which directly invests in Fortitude alongside Carlyle FRL, as well as the fair value of the general account assets covered by the strategic advisory services agreement with Fortitude. (6) Includes our business development companies (CSL / CARS) and our newly launched evergreen fund (CDLF).
(5) Includes Carlyle FRL, capital raised from strategic third-party investors which directly invest in Fortitude alongside Carlyle FRL, as well as the fair value of the general account assets covered by the strategic advisory services agreement with Fortitude. (6) Includes our business development companies (CSL / CARS) and our newly launched evergreen fund (CDLF).
Our fund of funds vehicles advised by AlpInvest make investment commitments directly to buyout, growth capital, venture and other alternative asset funds advised by other general partners. As of December 31, 2022, AlpInvest advised $25.1 billion in AUM in private equity fund investments.
Our fund of funds vehicles advised by AlpInvest make investment commitments directly to buyout, growth capital, venture and other alternative asset funds advised by other general partners. As of December 31, 2023 , AlpInvest advised $25.8 billion in AUM in private equity fund investments.
Carlyle generally expects to commit to fund approximately 0.75% of the capital commitments to our future Global Private Equity and Global Credit carry funds, although we may elect to invest additional amounts in funds focused on new investment areas.
Carlyle has generally committed to fund approximately 0.75% of the capital commitments to our future Global Private Equity and Global Credit carry funds, although we may elect to invest additional amounts in funds focused on new investment areas.
We believe ESG provides an additional lens to help us assess and mitigate risks, and identify and capitalize on potential opportunities. Global Credit The investment approach of our Global Credit platform is generally characterized as follows: Source Investment Opportunities.
We believe that Sustainability and ESG provide an additional lens to help us assess and mitigate risks and identify and capitalize on potential opportunities. Global Credit The investment approach of our Global Credit platform is generally characterized as follows: Source Investment Opportunities.
See Item 1A “Risk Factors—Risks Related to Our Common Stock—Carlyle Group Management L.L.C. has significant influence over us and its interests may conflict with ours or yours.” Limited Partner Relations Our diverse and sophisticated investor base includes more than 2,900 active investors in our products located in 88 countries.
See Item 1A “Risk Factors—Risks Related to Our Common Stock—Carlyle Group Management L.L.C. has significant influence over us and its interests may conflict with ours or yours.” Limited Partner Relations Our diverse and sophisticated investor base includes more than more than 3,000 active investors in our products located in 87 countries.

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Item 2. Properties

Properties — owned and leased real estate

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Biggest changeITEM 2. PROPERTIES Our principal executive offices are located in leased office space at 1001 Pennsylvania Avenue, NW, Washington, D.C. We also lease the space for our other 28 offices. We do not own any real property. We consider these facilities to be suitable and adequate for the management and operation of our business.
Biggest changeITEM 2. PROPERTIES Our principal executive offices are located in leased office space at 1001 Pennsylvania Avenue, NW, Washington, D.C. We also lease the space for our other 27 offices. We do not own any real property. We consider these facilities to be suitable and adequate for the management and operation of our business.

Item 3. Legal Proceedings

Legal Proceedings — active lawsuits and investigations

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Biggest changeITEM 3. LEGAL PROCEEDINGS In the ordinary course of business, the Company is a party to litigation, investigations, inquiries, employment-related matters, disputes and other potential claims. See Note 10 to the consolidated financial statements in Part II, Item 8 of this Annual Report on Form 10-K for a discussion of certain of these matters. ITEM 4.
Biggest changeITEM 3. LEGAL PROCEEDINGS In the ordinary course of business, the Company is a party to litigation, investigations, inquiries, employment-related matters, disputes and other potential claims. See Note 9 to the consolidated financial statements in Part II, Item 8 of this Annual Report on Form 10-K for a discussion of certain of these matters. ITEM 4.

Item 5. Market for Registrant's Common Equity

Market for Common Equity — stock, dividends, buybacks

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Biggest changeThe performance graph shall not be deemed “soliciting material” or to be “filed” with the SEC for purposes of Section 18 of the Exchange Act, or otherwise subject to the liabilities under that Section, and shall not be deemed to be incorporated by reference into any of the Company’s filings under the Securities Act or the Exchange Act. 100 Issuer Purchases of Equity Securities The following table sets forth repurchases of our common stock during the three months ended December 31, 2022 for the periods indicated: Period (a) Total number of shares purchased (b) Average price paid per share (c) Total number of shares purchased as part of publicly announced plans or programs (d) Maximum number (or approximate dollar value) of shares that may yet be purchased under the plans or programs (Dollars in millions, except unit and per unit data) October 1, 2022 to October 31, 2022 (1) $ $ 253.1 November 1, 2022 to November 30, 2022 (1)(2) 552,497 $ 29.07 552,497 $ 237.0 December 1, 2022 to December 31, 2022 (1)(2) 754,170 $ 30.12 754,170 $ 214.3 Total 1,306,667 1,306,667 (1) In October 2021, the Board of Directors of the Company authorized the repurchase of up to $400 million of common stock effective January 1, 2022.
Biggest changeIssuer Purchases of Equity Securities The following table sets forth repurchases of our common stock during the three months ended December 31, 2023 for the periods indicated: Period (a) Total number of shares purchased (b) Average price paid per share (c) Total number of shares purchased as part of publicly announced plans or programs (d) Maximum number (or approximate dollar value) of shares that may yet be purchased under the plans or programs (Dollars in millions, except unit and per unit data) October 1, 2023 to October 31, 2023 (1) $ $ 396.8 November 1, 2023 to November 30, 2023 (1) $ $ 396.8 December 1, 2023 to December 31, 2023 (1) $ $ 396.8 Total (1) On October 28, 2021, we announced that the Board of Directors of the Company authorized the repurchase of up to $400.0 million of common stock in the aggregate, effective January 1, 2022.
Rule 10b5-1 Trading Plans As permitted by our policies and procedures governing transactions in our securities by our directors, executive officers and other employees, from time to time some of these persons may establish plans or arrangements complying with Rule 10b5-1 under the Exchange Act, and similar plans and arrangements relating to our common stock.
Rule 10b5-1 Trading Plans As permitted by our policies and procedures governing transactions in our securities by our directors, executive officers, and other employees, from time to time, some of these persons may establish plans or arrangements complying with Rule 10b5-1 under the Exchange Act, and similar plans and arrangements relating to our common stock. ITEM 6. [RESERVED] 108
ITEM 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES Our common stock is traded on the Nasdaq Global Select Market under the symbol “CG.” The number of holders of record of our common stock as of February 8, 2023 was 12.
ITEM 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES Our common stock is traded on the Nasdaq Global Select Market under the symbol “CG.” The number of holders of record of our common stock as of February 16, 2024 was 8 .
In order to effectuate the amended NGP agreement, we entered into agreements with an affiliate of NGP Management on each of the dates below to deliver such shares as follows: Shares of Common Stock Delivered / Deliverable in August, 2019 2020 2021 2022 2023 2024 2025 2026 Date of Agreement: February 1, 2018 160,211 120,158 120,159 February 1, 2019 219,189 164,391 164,393 February 1, 2020 119,760 89,821 89,820 February 1, 2021 116,559 87,419 87,418 February 1, 2022 75,290 56,467 56,467 February 1, 2023 103,432 77,574 77,573 Such securities have been offered and sold in reliance on the exemption contained in Section 4(a)(2) of the Securities Act as a transaction by the issuer not involving a public offering.
In order to effectuate the amended NGP agreement, we entered into agreements with an affiliate of NGP Management on each of the dates below to deliver such shares as follows: Shares of Common Stock Delivered / Deliverable in August, 2021 2022 2023 2024 2025 2026 2027 Date of Agreement: February 1, 2018 120,159 February 1, 2019 164,391 164,393 February 1, 2020 119,760 89,821 89,820 February 1, 2021 116,559 87,419 87,418 February 1, 2022 75,290 56,467 56,467 February 1, 2023 103,432 77,574 77,573 February 1, 2024 98,918 74,188 74,187 Such securities have been offered and sold in reliance on the exemption contained in Section 4(a)(2) of the Securities Act as a transaction by the issuer not involving a public offering.
This does not include the number of stockholders that hold shares in “street name” through banks or broker-dealers. 99 Dividend Policy Under our dividend policy for our common stock, we expect to pay our common stockholders an annualized dividend of $1.30 per share of common stock, equal to a quarterly dividend of $0.325 per share of common stock.
This does not include the number of stockholders that hold shares in “street name” through banks or broker-dealers. Dividend Policy Under our dividend policy for our common stock, we expect to pay our common stockholders an annualized dividend of $1.40 per share of common stock, equal to a quarterly dividend of $0.35 per share of common stock.
Sales of Unregistered Securities In March of 2017, we amended our agreement with NGP Management. Pursuant to the amended agreement, we agreed, among other things, to issue additional shares of common stock on each of February 1, 2018, 2019 and 2020, with a value of $10.0 million per year to an affiliate of NGP Management.
Pursuant to the amended agreement, we agreed, among other things, to issue additional shares of common stock on each of February 1, 2018, 2019 and 2020, with a value of $10.0 million per year to an affiliate of NGP Management.
Stock Performance Graph The following graph depicts the total return to holders of our common stock from the closing price on December 29, 2017, the last trading day of our 2017 fiscal year, through December 30, 2022, the last trading day of our 2022 fiscal year, relative to the performance of the S&P 500 Index and the Dow Jones U.S.
Stock Performance Graph The following graph depicts the total return to holders of our common stock from the closing price on December 31, 2018, the last trading day of our 2018 fiscal year, through December 29, 2023 , the last trading day of our 2023 fiscal year, relative to the performance of the Dow Jones U.S.
Asset Managers Index. The graph assumes $100 invested on December 29, 2017 and dividends received reinvested in the security or index. The performance graph is not intended to be indicative of future performance.
In this transition year, we have included both indices in the graph below. The graph assumes $100 invested on December 31, 2018 and dividends received reinvested in the security or index. 106 The performance graph is not intended to be indicative of future performance.
The timing and actual number of shares of common stock repurchased will depend on a variety of factors, including legal requirements, price and economic and market conditions. The share repurchase program may be suspended or discontinued at any time and does not have a specified expiration date.
The timing and actual number of shares of common stock repurchased will depend on a variety of factors, including legal requirements and price, economic, and market conditions.
In February 2023, the Board of Directors replenished the repurchase program and expanded the limit to $500 million of common stock in aggregate effective March 31, 2023, which is not reflected in the table above. (2) All of the shares of common stock purchased during this period were purchased in open market and brokered transactions and were subsequently retired.
In February 2023, the Board of Directors replenished the repurchase program and expanded the limit to $500 million of common stock in aggregate, effective March 3 1, 2023. On February 7, 2024, we announced that the Board of Directors reset the total share repurchase authorization to $1.4 billion in shares of our common stock, effective as of February 6, 2024.
Removed
In February 2023, the Board of Directors approved an increase in the anticipated common stock dividend to an annual rate of $1.40 per common share ($0.35 per common share on a quarterly basis), anticipated to commence for the first quarter 2023 dividend anticipated to be paid in May 2023.
Added
Asset Managers index, the S&P 500 index, and the S&P MidCap 400 index. In November 2023, the Company was added to the S&P MidCap 400 index and, accordingly, the Company has elected to replace the S&P 500 index with the S&P MidCap 400 index in the graph below .
Removed
Our policy generally provides for a default election by employees to sell shares to cover taxes due upon the vesting of restricted stock units unless 101 the employee elects to pay cash in respect of the taxes due upon vesting during the open trading window in the quarter prior to the vesting date. ITEM 6. [RESERVED] 102
Added
The performance graph shall not be deemed “soliciting material” or to be “filed” with the SEC for purposes of Section 18 of the Exchange Act, or otherwise subject to the liabilities under that Section, and shall not be deemed to be incorporated by reference into any of the Company’s filings under the Securities Act or the Exchange Act.
Added
Under this repurchase program, which has no expiration date, shares of common stock may be repurchased from time to time in open market transactions, in privately negotiated transactions, or otherwise, including through Rule 10b5-1 plans.
Added
In addition to repurchases of common stock, the repurchase program will be used for the payment of tax withholding amounts upon net settlement of equity awards granted pursuant to our Equity Incentive Plan or otherwise based on the value of shares of withheld that would have otherwise been issued to the award holder.
Added
The share repurchase program may be suspended or discontinued at any time and does not have a specified expiration date. 107 Sales of Unregistered Securities In 2017, we amended our agreement with NGP Management.

Item 7. Management's Discussion & Analysis

Management's Discussion & Analysis (MD&A) — revenue / margin commentary

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Biggest change“Business—Our Global Investment Offerings” for a legend of the fund acronyms listed below. 136 TOTAL INVESTMENTS REALIZED/PARTIALLY REALIZED INVESTMENTS (5) As of December 31, 2022 As of December 31, 2022 Fund (Fee Initiation Date/Stepdown Date) (19) Committed Capital (20) Cumulative Invested Capital (1) Percent Invested Realized Value (2) Remaining Fair Value (3) MOIC (4) Gross IRR (6)(12) Net IRR (7)(12) Net Accrued Carry/(Giveback) (8) Total Fair Value (9) MOIC (4) Gross IRR (6)(12) Corporate Private Equity CP VIII (Oct 2021 / Oct 2027) $ 14,197 $ 6,884 48% $ 1 $ 7,256 1.1x NM NM $ n/a n/a n/a CP VII (May 2018 / Oct 2021) $ 18,510 $ 17,507 95% $ 1,444 $ 21,834 1.3x 14% 8% $ 381 $ 1,563 1.2x 12% CP VI (May 2013 / May 2018) $ 13,000 $ 13,140 101% $ 23,164 $ 7,384 2.3x 20% 15% $ 498 $ 26,926 2.6x 23% CP V (Jun 2007 / May 2013) $ 13,720 $ 13,238 96% $ 27,893 $ 1,027 2.2x 18% 14% $ 97 $ 28,002 2.3x 20% CEP V (Oct 2018 / Sep 2024) 6,416 4,987 78% 1,323 5,521 1.4x 24% 13% $ 142 n/a n/a n/a CEP IV (Sep 2014 / Oct 2018) 3,670 3,797 103% 5,447 1,965 2.0x 18% 12% $ 178 5,680 2.3x 23% CEP III (Jul 2007 / Dec 2012) 5,295 5,177 98% 11,715 72 2.3x 19% 14% $ 8 11,647 2.3x 19% CAP V (Jun 2018 / Jun 2024) $ 6,554 $ 5,654 86% $ 1,423 $ 5,991 1.3x 25% 12% $ 113 $ 904 1.8x 143% CAP IV (Jul 2013 / Jun 2018) $ 3,880 $ 4,044 104% $ 6,161 $ 2,047 2.0x 18% 13% $ 214 $ 6,953 2.7x 26% CAP III (Jun 2008 / Jul 2013) $ 2,552 $ 2,543 100% $ 5,123 $ 16 2.0x 17% 12% $ 2 $ 5,138 2.0x 17% CJP IV (Oct 2020 / Oct 2026) ¥ 258,000 ¥ 165,478 64% ¥ ¥ 214,638 1.3x 68% 30% $ 24 n/a n/a n/a CJP III (Sep 2013 / Aug 2020) ¥ 119,505 ¥ 91,192 76% ¥ 189,426 ¥ 49,548 2.6x 24% 17% $ 29 ¥ 182,269 3.9x 33% CGFSP III (Dec 2017 / Dec 2023) $ 1,005 $ 926 92% $ 375 $ 1,715 2.3x 40% 30% $ 105 $ 815 6.5x 58% CGFSP II (Jun 2013 / Dec 2017) $ 1,000 $ 943 94% $ 1,959 $ 500 2.6x 27% 20% $ 41 $ 1,956 2.4x 28% CP Growth (Oct 2021 / Oct 2027) $ 1,149 $ 333 29% $ $ 348 1.0x NM NM $ n/a n/a n/a CEOF II (Nov 2015 / Mar 2020) $ 2,400 $ 2,361 98% $ 2,271 $ 2,284 1.9x 20% 15% $ 153 $ 2,401 3.8x 54% CEOF I (Sep 2011 / Nov 2015) $ 1,119 $ 1,175 105% $ 1,656 $ 187 1.6x 12% 8% $ 43 $ 1,604 1.6x 15% CETP V (Mar 2022 / Jun 2028) 3,114 211 7% 208 1.0x n/a n/a $ n/a n/a n/a CETP IV (Jul 2019 / Jun 2022) 1,350 1,173 87% 788 1,804 2.2x 56% 41% $ 96 788 9.3x 122% CETP III (Jul 2014 / Jul 2019) 657 602 92% 1,239 586 3.0x 42% 29% $ 44 1,181 4.4x 51% CGP II (Dec 2020 / Jan 2025) $ 1,840 $ 984 53% $ 5 $ 1,046 1.1x NM NM $ n/a n/a n/a CGP (Jan 2015 / Mar 2021) $ 3,588 $ 3,050 85% $ 1,383 $ 2,951 1.4x 7% 5% $ 66 $ 1,675 2.1x 17% CAGP IV (Aug 2008 / Dec 2014) $ 1,041 $ 954 92% $ 1,123 $ 90 1.3x 6% 1% $ $ 1,122 1.3x 7% CSABF (Dec 2009 / Dec 2016) $ 776 $ 736 95% $ 490 $ 378 1.2x 3% Neg $ $ 650 1.3x 8% All Other Active Funds & Vehicles (10) $ 22,593 n/a $ 22,850 $ 14,847 1.7x 22% 15% $ 77 $ 23,237 2.2x 33% Fully Realized Funds & Vehicles (11) $ 24,210 n/a $ 60,525 $ 2.5x 28% 20% $ 3 $ 60,525 2.5x 28% TOTAL CORPORATE PRIVATE EQUITY (13) n/a $ 181,259 $ 82,792 1.9x 26% 18% $ 2,314 $ 185,528 2.4x 27% Real Estate CRP IX ( Oct 2021 / Oct 2026 ) $ 7,987 $ 1,688 21% $ $ 1,706 1.0x NM NM $ n/a n/a n/a CRP VIII (Aug 2017 / Oct 2021) $ 5,505 $ 4,999 91% $ 3,944 $ 4,610 1.7x 48% 30% $ 182 $ 4,032 2.1x 55% CRP VII (Jun 2014 / Dec 2017) $ 4,162 $ 3,806 91% $ 4,900 $ 1,539 1.7x 18% 12% $ 71 $ 4,873 1.8x 22% CRP VI (Mar 2011 / Jun 2014) $ 2,340 $ 2,160 92% $ 3,785 $ 142 1.8x 27% 18% $ 5 $ 3,708 1.9x 29% CPI (May 2016 / n/a) $ 7,991 $ 6,748 21% $ 1,981 $ 7,334 1.4x 20% 17% n/a* $ 1,186 1.8x 9% All Other Active Funds & Vehicle (14) $ 8,717 n/a $ 10,910 $ 2,831 1.6x 10% 7% $ 18 $ 10,559 1.6x 11% Fully Realized Funds & Vehicles (15) $ 6,886 n/a $ 9,718 $ 5 1.4x 11% 6% $ $ 9,723 1.4x 11% TOTAL REAL ESTATE (13) n/a $ 35,238 $ 18,168 1.5x 13% 9% $ 276 $ 34,080 1.7x 13% Natural Resources CIEP II (Apr 2019 / Apr 2025) $ 2,286 $ 1,008 44% $ 544 $ 997 1.5x 41% 19% $ 32 $ 596 2.5x NM CIEP I (Sep 2013 / Jun 2019) $ 2,500 $ 2,374 95% $ 1,764 $ 2,785 1.9x 19% 11% $ 174 $ 2,780 2.7x 26% CPP II (Sep 2014 / Apr 2021) $ 1,527 $ 1,537 101% $ 809 $ 1,942 1.8x 17% 11% $ 101 $ 365 4.1x 76% CGIOF (Dec 2018 / Sep 2023) $ 2,201 $ 1,723 78% $ 291 $ 1,985 1.3x 24% 10% $ 36 $ 248 1.4x 15% NGP XII (Jul 2017 / Jul 2022) $ 4,304 $ 2,775 64% $ 1,365 $ 3,952 1.9x 22% 16% $ 191 $ 1,201 3.2x 39% NGP XI (Oct 2014 / Jul 2017) $ 5,325 $ 4,979 93% $ 4,102 $ 5,331 1.9x 15% 11% $ 340 $ 5,923 2.2x 30% NGP X (Jan 2012 / Dec 2014) $ 3,586 $ 3,351 93% $ 3,298 $ 428 1.1x 3% Neg $ $ 3,142 1.2x 5% All Other Active Funds & Vehicles (17) $ 4,561 n/a $ 2,458 $ 4,300 1.5x 15% 13% $ 26 $ 3,057 2.4x 27% Fully Realized Funds & Vehicles (18) $ 1,190 n/a $ 1,435 $ 1 1.2x 3% 1% $ $ 1,436 1.2x 3% TOTAL NATURAL RESOURCES n/a $ 16,066 $ 21,719 1.6x 13% 9% $ 899 $ 18,747 1.9x 15% Legacy Energy Funds (16) $ 16,741 n/a $ 23,983 $ 72 1.4x 12% 6% $ $ 23,589 1.5x 14% 137 *Net accrued fee related performance revenues for CPI of $53 million are excluded from net accrued performance revenues.
Biggest changeSee Part I, Item 1 “Business—Our Global Investment Offerings” for a legend of the fund acronyms listed below. 136 (Amounts in millions) TOTAL INVESTMENTS REALIZED/PARTIALLY REALIZED INVESTMENTS (5) As of December 31, 2023 As of December 31, 2023 Fund (Fee Initiation Date/Stepdown Date) (19) Committed Capital (20) Cumulative Invested Capital (1) Percent Invested Realized Value (2) Remaining Fair Value (3) MOIC (4) Gross IRR (6)(12) Net IRR (7)(12) Net Accrued Carry/ (Giveback) (8) Total Fair Value (9) MOIC (4) Gross IRR (6)(12) Corporate Private Equity CP VIII (Oct 2021 / Oct 2027) $ 14,797 $ 7,490 51% $ 680 $ 8,229 1.2x NM NM $ 1 n/a n/a n/a CP VII (May 2018 / Oct 2021) $ 18,510 $ 17,740 96% $ 2,150 $ 22,495 1.4x 11% 8% $ 45 $ 1,632 1.2x 13% CP VI (May 2013 / May 2018) $ 13,000 $ 13,140 101% $ 23,982 $ 5,249 2.2x 18% 14% $ 210 $ 26,623 2.5x 22% CP V (Jun 2007 / May 2013) $ 13,720 $ 13,238 96% $ 28,073 $ 832 2.2x 18% 14% $ 58 $ 28,149 2.3x 20% CEP V (Oct 2018 / Sep 2024) 6,416 5,538 86% 1,446 6,141 1.4x 17% 9% $ 85 n/a n/a n/a CEP IV (Sep 2014 / Oct 2018) 3,670 3,797 103% 6,188 1,371 2.0x 18% 12% $ 87 6,277 2.1x 20% CEP III (Jul 2007 / Dec 2012) 5,295 5,177 98% 11,716 110 2.3x 19% 14% $ 9 11,654 2.3x 19% CAP V (Jun 2018 / Jun 2024) $ 6,554 $ 5,713 87% $ 1,499 $ 6,260 1.4x 18% 8% $ 81 $ 916 1.8x 142% CAP IV (Jul 2013 / Jun 2018) $ 3,880 $ 4,146 107% $ 6,400 $ 2,424 2.1x 18% 13% $ 165 $ 7,577 2.9x 26% CJP IV (Oct 2020 / Oct 2026) ¥ 258,000 ¥ 180,016 70% ¥ 53,996 ¥ 237,248 1.6x 50% 29% $ 45 ¥ 50,774 3.5x 155% CJP III (Sep 2013 / Aug 2020) ¥ 119,505 ¥ 91,192 76% ¥ 214,998 ¥ 39,358 2.8x 24% 17% $ 17 ¥ 203,055 3.4x 27% CGFSP III (Dec 2017 / Dec 2023) $ 1,005 $ 942 94% $ 383 $ 1,701 2.2x 30% 21% $ 70 $ 781 6.2x 50% CGFSP II (Jun 2013 / Dec 2017) $ 1,000 $ 943 94% $ 1,960 $ 538 2.7x 26% 20% $ 30 $ 1,956 2.4x 28% CP Growth (Oct 2021 / Oct 2027) $ 1,283 $ 353 27% $ $ 386 1.1x NM NM $ n/a n/a n/a CEOF II (Nov 2015 / Mar 2020) $ 2,400 $ 2,361 98% $ 3,095 $ 1,914 2.1x 21% 15% $ 82 $ 3,122 2.9x 37% CETP V (Mar 2022 / Jun 2028) 3,180 1,024 32% 1,033 1.0x NM NM $ n/a n/a n/a CETP IV (Jul 2019 / Jun 2022) 1,350 1,177 87% 813 1,740 2.2x 39% 27% $ 67 788 9.3x 122% CETP III (Jul 2014 / Jul 2019) 657 602 92% 1,278 736 3.3x 42% 29% $ 46 1,288 3.4x 46% CGP II (Dec 2020 / Jan 2025) $ 1,840 $ 984 53% $ 16 $ 1,180 1.2x 11% 6% $ 6 n/a n/a n/a CGP (Jan 2015 / Mar 2021) $ 3,588 $ 3,206 89% $ 1,427 $ 3,011 1.4x 6% 5% $ 31 $ 1,688 2.1x 16% CAGP IV (Aug 2008 / Dec 2014) $ 1,041 $ 954 92% $ 1,141 $ 79 1.3x 6% 1% $ $ 1,131 1.3x 7% CSABF (Dec 2009 / Dec 2016) $ 776 $ 773 100% $ 541 $ 326 1.1x 2% Neg $ $ 660 1.3x 5% All Other Active Funds & Vehicles (10) $ 20,535 n/a $ 17,154 $ 15,493 1.6x 21% 14% $ 35 $ 17,146 2.1x 29% Fully Realized Funds & Vehicles (11)(21) $ 31,019 n/a $ 74,477 $ 2 2.4x 28% 20% $ $ 74,479 2.4x 28% TOTAL CORPORATE PRIVATE EQUITY (13) $ 144,619 n/a $ 188,611 $ 84,396 1.9x 25% 17% $ 1,169 $ 189,797 2.4x 26% Real Estate CRP IX ( Oct 2021 / Oct 2026 ) $ 7,987 $ 3,573 45% $ $ 3,726 1.0x NM NM $ $ 35 1.2x NM CRP VIII (Aug 2017 / Oct 2021) $ 5,505 $ 5,160 94% $ 4,674 $ 4,171 1.7x 39% 24% $ 109 $ 4,718 2.1x 54% CRP VII (Jun 2014 / Dec 2017) $ 4,162 $ 3,843 92% $ 4,912 $ 1,426 1.6x 17% 11% $ 38 $ 4,874 1.8x 22% CRP VI (Mar 2011 / Jun 2014) $ 2,340 $ 2,179 93% $ 3,790 $ 147 1.8x 27% 18% $ 3 $ 3,709 1.9x 29% CPI (May 2016 / n/a) $ 7,534 $ 7,852 104% $ 2,442 $ 7,666 1.3x 14% 12% n/a* $ 1,376 1.7x 10% All Other Active Funds & Vehicles (14) $ 3,131 n/a $ 1,258 $ 2,974 1.4x 9% 8% $ 9 $ 876 1.7x 20% Fully Realized Funds & Vehicles (15)(21) $ 13,011 n/a $ 19,611 $ 14 1.5x 10% 6% $ $ 19,624 1.5x 10% TOTAL REAL ESTATE (13) $ 38,749 n/a $ 36,687 $ 20,125 1.5x 12% 8% $ 158 $ 35,213 1.7x 13% Infrastructure & Natural Resources CIEP II (Apr 2019 / Apr 2025) $ 2,286 $ 1,008 44% $ 707 $ 927 1.6x 32% 14% $ 25 $ 644 2.7x NM** CIEP I (Sep 2013 / Jun 2019) $ 2,500 $ 2,409 96% $ 2,310 $ 2,198 1.9x 16% 10% $ 102 $ 3,392 2.7x 24% CPP II (Sep 2014 / Apr 2021) $ 1,527 $ 1,583 104% $ 1,220 $ 1,728 1.9x 16% 10% $ 80 $ 1,633 3.2x 30% CGIOF (Dec 2018 / Sep 2023) $ 2,201 $ 1,871 85% $ 447 $ 2,347 1.5x 22% 12% $ 47 $ 416 1.5x 25% CRSEF II (Nov 2022 / Aug 2027) $ 1,004 $ 265 26% $ $ 340 1.3x NM NM $ 2 n/a n/a n/a NGP XIII (Feb 2023 / Feb 2028) $ 1,628 $ 140 9% $ $ 142 1.0x NM NM $ n/a n/a n/a NGP XII (Jul 2017 / Jul 2022) $ 4,304 $ 3,014 70% $ 3,527 $ 2,683 2.1x 22% 16% $ 41 $ 3,537 3.5x 41% NGP XI (Oct 2014 / Jul 2017) $ 5,325 $ 5,034 95% $ 5,796 $ 3,848 1.9x 14% 10% $ 136 $ 6,837 2.1x 24% NGP X (Jan 2012 / Dec 2014) $ 3,586 $ 3,351 93% $ 3,414 $ 292 1.1x 3% Neg $ $ 3,261 1.2x 5% All Other Active Funds & Vehicles (17) $ 4,855 n/a $ 3,031 $ 4,325 1.5x 14% 12% $ 20 $ 3,229 2.3x 24% Fully Realized Funds & Vehicles (18) $ 1,190 n/a $ 1,435 $ 1.2x 3% 1% $ $ 1,435 1.2x 3% TOTAL INFRASTRUCTURE & NATURAL RESOURCES $ 24,720 n/a $ 21,887 $ 18,830 1.6x 12% 8% $ 452 $ 24,384 2.1x 16% Legacy Energy Funds (16) $ 16,741 n/a $ 24,001 $ 33 1.4x 12% 6% $ (1) $ 23,568 1.5x 14% 137 *Net accrued fee related performance revenues for CPI of $5 million are excluded from Net Accrued Performance Revenues.
Income Taxes. Income taxes are accounted for using the asset and liability method of accounting. Under this method, deferred tax assets and liabilities are recognized for the expected future tax consequences of differences between the carrying amounts of assets and liabilities and their respective tax basis, using currently enacted tax rates.
Income taxes are accounted for using the asset and liability method of accounting. Under this method, deferred tax assets and liabilities are recognized for the expected future tax consequences of differences between the carrying amounts of assets and liabilities and their respective tax basis, using currently enacted tax rates.
Non-controlling interests in consolidated entities represent the component of equity in consolidated entities not held by us. These interests are adjusted for general partner allocations. Earnings Per Common Share. We compute earnings per common share in accordance with ASC 260, Earnings Per Share .
Non-controlling Interests in Consolidated Entities. Non-controlling interests in consolidated entities represent the component of equity in consolidated entities not held by us. These interests are adjusted for general partner allocations. Earnings Per Common Share. We compute earnings per common share in accordance with ASC 260, Earnings Per Share .
(4) Foreign Exchange represents the impact of foreign exchange rate fluctuations on the translation of our non-U.S. dollar denominated funds. Activity during the period is translated at the average rate for the period. Ending balances are translated at the spot rate as of the period end.
(4) Foreign Exchange represents the impact of foreign exchange rate fluctuations on the translation of our non-U.S. dollar denominated funds. Activity during the period is translated at the average rate for the period. Ending balances are translated at the spot rate as of the period end.
Our Non-GAAP financial measures exclude the effects of unrealized performance allocations net of related compensation expense, unrealized principal investment income, consolidated funds, acquisition-and disposition-related items including amortization and any impairment charges of lease right-of-use assets or acquired intangible assets and contingent consideration taking the form of earn-outs, charges associated with equity-based compensation, changes in the tax receivable agreement liability, corporate actions and infrequently occurring or unusual events.
Our non-GAAP financial measures exclude the effects of unrealized performance allocations net of related compensation expense, unrealized principal investment income, consolidated funds, acquisition and disposition- related items including amortization and any impairment charges of acquired intangible assets and contingent consideration taking the form of earn-outs, impairment charges associated with lease right-of-use assets, charges associated with equity-based compensation, changes in the tax receivable agreement liability, corporate actions and infrequently occurring or unusual events.
(4) Foreign Exchange represents the impact of foreign exchange rate fluctuations on the translation of our non-U.S. dollar denominated funds. Activity during the period is translated at the average rate for the period. Ending balances are translated at the spot rate as of the period end.
(4) Foreign Exchange represents the impact of foreign exchange rate fluctuations on the translation of our non-U.S. dollar denominated funds. Activity during the period is translated at the average rate for the period. Ending balances are translated at the spot rate as of the period end.
(4) Foreign Exchange represents the impact of foreign exchange rate fluctuations on the translation of our non-U.S. dollar denominated funds. Activity during the period is translated at the average rate for the period. Ending balances are translated at the spot rate as of the period end.
(4) Foreign Exchange represents the impact of foreign exchange rate fluctuations on the translation of our non-U.S. dollar denominated funds. Activity during the period is translated at the average rate for the period. Ending balances are translated at the spot rate as of the period end.
Inflows exclude fundraising amounts during the period for which fees have not yet been activated, which are referenced as Pending Fee-earning AUM.
Inflows exclude fundraising amounts during the period for which fees have not yet been activated, which are referenced as Pending Fee-earning AUM.
(4) Foreign Exchange represents the impact of foreign exchange rate fluctuations on the translation of our non-U.S. dollar denominated funds. Activity during the period is translated at the average rate for the period. Ending balances are translated at the spot rate as of the period end.
(4) Foreign Exchange represents the impact of foreign exchange rate fluctuations on the translation of our non-U.S. dollar denominated funds. Activity during the period is translated at the average rate for the period. Ending balances are translated at the spot rate as of the period end.
(4) Foreign Exchange represents the impact of foreign exchange rate fluctuations on the translation of our non-U.S. dollar denominated funds. Activity during the period is translated at the average rate for the period. Ending balances are translated at the spot rate as of the period end.
(4) Foreign Exchange represents the impact of foreign exchange rate fluctuations on the translation of our non-U.S. dollar denominated funds. Activity during the period is translated at the average rate for the period. Ending balances are translated at the spot rate as of the period end.
For fund vintages 2017 and after, Gross IRR includes the impact of interest expense related to the funding of investments on fund lines of credit. Gross IRR is calculated based on the timing of Limited Partner cash flows, which may differ to varying degrees from the timing of actual investment cash flows for the fund.
For fund vintages 2017 and after, Gross IRR includes the impact of interest expense related to the funding of investments on fund lines of credit. Gross IRR is calculated based on the timing of Limited Partner cash flows, which may differ to varying degrees from the timing of actual investment cash flows for the fund.
Subtotal Gross IRR aggregations for multiple funds are calculated based on actual cash flow dates for each fund and represent a theoretical time-weighted return for a Limited Partner who invested sequentially in each fund.
Subtotal Gross IRR aggregations for multiple funds are calculated based on actual cash flow dates for each fund and represent a theoretical time-weighted return for a Limited Partner who invested sequentially in each fund.
Net IRR is calculated based on the timing of Limited Partner cash flows, which may differ to varying degrees from the timing of actual investment cash flows for the fund. Fund level IRRs are based on aggregate Limited Partner cash flows, and this blended return may differ from that of individual Limited Partners.
Net IRR is calculated based on the timing of Limited Partner cash flows, which may differ to varying degrees from the timing of actual investment cash flows for the fund. Fund level IRRs are based on aggregate Limited Partner cash flows, and this blended return may differ from that of individual Limited Partners.
As a result, certain funds may generate accrued performance revenues with a blended Net IRR that is below the preferred return hurdle for that fund. Subtotal Net IRR aggregations for multiple funds are calculated based on actual cash flow dates for each fund and represent a theoretical time-weighted return for a Limited Partner who invested sequentially in each fund.
As a result, certain funds may generate accrued performance revenues with a blended Net IRR that is below the preferred return hurdle for that fund. Subtotal Net IRR aggregations for multiple funds are calculated based on actual cash flow dates for each fund and represent a theoretical time-weighted return for a Limited Partner who invested sequentially in each fund.
For the year ended December 31, 2022, cash used in investing activities principally reflects purchases of intangible assets and net CLO investments from the CBAM transaction of $618.4 million, the purchase of Abingworth of $150.2 million, and net purchases of corporate treasury investments of $69.6 million, as well as net purchases of fixed assets of $40.6 million.
For the year ended December 31, 2022 , cash used in investing activities principally reflects purchases of intangible assets and net CLO investments from the CBAM transaction of $618.4 million , the purchase of Abingworth of $150.2 million , and purchases of corporate treasury investments of $69.6 million , as well as net purchases of fixed assets of $40.6 million .
As part of its consolidation procedures, the Company evaluates: (1) whether it holds a variable interest in an entity, (2) whether the entity is a VIE, and (3) whether the Company’s involvement would make it the primary beneficiary. In evaluating whether the Company holds a variable interest, fees (including management fees, incentive fees and performance allocations) that are customary and commensurate with the level of services provided, and where the Company does not hold other economic interests in the entity that would absorb more than an insignificant amount of the expected losses or returns of the entity, are not considered variable interests.
As part of its consolidation procedures, the Company evaluates: (1) whether it holds a variable interest in an entity, (2) whether the entity is a VIE, and (3) whether the Company’s involvement would make it the primary beneficiary. In evaluating whether the Company holds a variable interest, fees (including management fees, incentive fees and performance allocations) that are customary and commensurate with the level of services provided, and where the 161 Company does not hold other economic interests in the entity that would absorb more than an insignificant amount of the expected losses or returns of the entity, are not considered variable interests.
The indentures governing the subordinated notes contain customary covenants that, among other things, limit the issuers’ and the guarantors’ ability, subject to certain exceptions, to incur indebtedness ranking on a parity with the subordinated notes or indebtedness ranking junior to the subordinated notes secured by liens on voting stock or profit participating equity interests of their subsidiaries or merge, consolidate or sell, transfer or lease all or substantially all of their assets.
The indentures 152 governing the subordinated notes contain customary covenants that, among other things, limit the issuers’ and the guarantors’ ability, subject to certain exceptions, to incur indebtedness ranking on a parity with the subordinated notes or indebtedness ranking junior to the subordinated notes secured by liens on voting stock or profit participating equity interests of their subsidiaries or merge, consolidate or sell, transfer or lease all or substantially all of their assets.
GAAP in that it includes certain tax expenses associated with performance revenues (comprised of performance allocations and incentive fees), and does not include unrealized performance allocations and related compensation expense, unrealized principal investment income, equity-based compensation expense, net income (loss) attributable to non-Carlyle interest in consolidated entities, or charges (credits) related to Carlyle corporate actions and non-recurring items.
GAAP in that it includes certain tax expenses associated with certain foreign performance revenues (comprised of performance allocations and incentive fees), and does not include unrealized performance allocations and related compensation expense, unrealized principal investment income, equity-based compensation expense, net income (loss) attributable to non-Carlyle interest in consolidated entities, or charges (credits) related to Carlyle corporate actions and non-recurring items.
For funds or vehicles denominated in foreign currencies, this reflects translation at the average quarterly rate, while the separately reported Fundraising metric is translated at the spot rate for each individual closing. 151 (2) Outflows includes distributions in our carry funds, related co-investment vehicles and separately managed accounts, as well as the expiration of available capital.
For funds or vehicles denominated in foreign currencies, this reflects translation at the average quarterly rate, while the separately reported Fundraising metric is translated at the spot rate for each individual closing. (2) Outflows includes distributions in our carry funds, related co-investment vehicles and separately managed accounts, as well as the expiration of available capital.
(4) We lease office space in various countries around the world, including our largest offices in Washington, D.C., New York City, London and Hong Kong, which have non-cancelable lease agreements expiring in various years through 2036. The amounts in this table represent the minimum lease payments required over the term of the lease.
(4) We lease office space in various countries around the world, including our largest offices in Washington, D.C., New York City, London, Amsterdam and Hong Kong, which have non-cancelable lease agreements expiring in various years through 2036. The amounts in this table represent the minimum lease payments required over the term of the lease.
These tables separately present funds that, as of the periods presented, had at least $1.0 billion in capital commitments, cumulative equity invested or total equity value. See Part I. Item 1. “Business—Our Global Investment Offerings” for a legend of the fund acronyms listed below.
These tables separately present carry funds that, as of the periods presented, had at least $1.0 billion in capital commitments, cumulative equity invested or total equity value. See Part I, Item 1 “Business—Our Global Investment Offerings” for a legend of the fund acronyms listed below.
(11) Aggregate includes the following funds, as well as related co-investments, separately managed accounts (SMAs), and certain other stand-alone investments arranged by us: CP I, CP II, CP III, CP IV, CEP I, CAP I, CAP II, CBPF I, CJP I, CJP II, CMG, CVP I, CUSGF III, CGFSP I, CEVP I, CETP I, CETP II, CAVP I, CAVP II, CAGP III and Mexico.
(11) Aggregate includes the following funds, as well as related co-investments, separately managed accounts (SMAs), and certain other stand-alone investments arranged by us: CP I, CP II, CP III, CP IV, CEP I, CAP I, CAP II, CAP III, CBPF I, CJP I, CJP II, CMG, CVP I, CVP II, CUSGF III, CGFSP I, CEVP I, CETP I, CETP II, CAVP I, CAVP II, CAGP III, CEOF I and Mexico.
The CLOs incur interest expense on their loans payable and incur other expenses consisting of trustee fees, rating agency fees and professional fees. Substantially all interest and other income of our CLOs together with interest expense of our CLOs and net investment gains of Consolidated Funds is attributable to the related funds’ limited partners or CLO investors.
The CLOs incur interest expense on their loans payable and incur other expenses consisting of trustee fees, rating agency fees and professional fees. Substantially all interest and other income of our CLOs together with interest expense of our CLOs and net investment gains (losses) of Consolidated Funds is attributable to the related funds’ limited partners or CLO investors.
Incentive fees consist of performance-based incentive arrangements pursuant to management contracts, primarily from certain of our Global Credit funds, when the return on assets under management exceeds certain benchmark returns or other performance targets. In such arrangements, incentive fees are recognized when the performance benchmark has been achieved. Investment Income.
Incentive fees consist of performance-based incentive arrangements pursuant to management contracts, primarily from certain of our Global Credit funds, when the return on assets under management exceeds certain benchmark returns or other performance targets. In such arrangements, incentive fees are recognized when the performance benchmark has been achieved. Investment income (loss).
(10) Aggregate includes the following funds, as well as all active co-investments, separately managed accounts (SMAs), and stand-alone investments arranged by us: CVP II, MENA, CCI, CSSAF I, CPF I, CAP Growth I, CAP Growth II, CBPF II, CEP II, ABV 8 and ACCD 2.
(10) Aggregate includes the following funds, as well as all active co-investments, separately managed accounts (SMAs), and stand-alone investments arranged by us: MENA, CCI, CSSAF I, CPF I, CAP Growth I, CAP Growth II, CBPF II, CEP II, ABV 8 and ACCD 2.
In addition, our calculation of AUM (but not Fee-earning AUM) includes uncalled commitments to, and the fair value of invested capital in, our investment funds from Carlyle and our personnel, regardless of whether such commitments or invested capital are subject to management 115 fees or performance allocations.
In addition, our calculation of AUM (but not Fee-earning AUM) includes uncalled commitments to, and the fair value of invested capital in, our investment funds from Carlyle and our personnel, regardless of whether such commitments or invested capital are subject to management fees or performance allocations.
Critical Accounting Policies and Estimates The preparation of our consolidated financial statements in conformity with U.S. GAAP requires our management to make estimates and judgments that affect the reported amounts of assets and liabilities, revenues and expenses, and related 165 disclosures of contingent assets and liabilities.
Critical Accounting Policies and Estimates The preparation of our consolidated financial statements in conformity with U.S. GAAP requires our management to make estimates and judgments that affect the reported amounts of assets and liabilities, revenues and expenses, and related disclosures of contingent assets and liabilities.
Compensation in respect of performance allocations and incentive fees is paid when the related performance allocations and incentive fees are realized, and not when such performance allocations and incentive fees are accrued. The funds do not have a uniform allocation of performance allocations and incentive fees to our employees, senior Carlyle professionals and operating executives.
Compensation in respect of performance allocations and incentive fees is paid when the related performance allocations and incentive fees are realized, and not when such performance allocations and incentive fees are accrued. The funds do not have a uniform allocation of performance allocations and incentive fees to our employees, senior Carlyle professionals, advisors, and operating executives.
Basic earnings per common share is calculated by dividing net income (loss) attributable to the common shares of the Company by the weighted-average number of common shares outstanding for the period. Diluted earnings per common share 112 reflects the assumed conversion of all dilutive securities.
Basic earnings per common share is calculated by dividing net income (loss) attributable to the common shares of the Company by the weighted average number of common shares outstanding for the period. Diluted earnings per common share reflects the assumed conversion of all dilutive securities.
The fund return information reflected in this discussion and analysis is not indicative of the performance of The Carlyle Group Inc. and is also not necessarily indicative of the future performance of any particular fund. An investment in The Carlyle Group Inc. is not an investment in any of our funds.
The fund return information 144 reflected in this discussion and analysis is not indicative of the performance of The Carlyle Group Inc. and is also not necessarily indicative of the future performance of any particular fund. An investment in The Carlyle Group Inc. is not an investment in any of our funds.
Fund Performance Metrics Fund performance information for our investment funds that have at least $1.0 billion in capital commitments, cumulative equity invested or total value as of December 31, 2022, which we refer to as our “significant funds,” is generally included throughout this discussion and analysis to facilitate an understanding of our results of operations for the periods presented.
Fund Performance Metrics Fund performance information for our investment funds that generally have at least $1.0 billion in capital commitments, cumulative equity invested or total value as of December 31, 2023 , which we refer to as our “significant funds,” is included throughout this discussion and analysis to facilitate an understanding of our results of operations for the periods presented.
GAAP financial measure most comparable to Distributable Earnings and Fee Related Earnings. The following table is a reconciliation of income before provision for income taxes to Distributable Earnings and to Fee Related Earnings.
GAAP financial measure most comparable to Distributable Earnings and Fee Related Earnings. The following table is a reconciliation of income (loss) before provision for income taxes to Distributable Earnings and to Fee Related Earnings.
Investment income consists of our performance allocations as well as the realized and unrealized gains and losses resulting from our equity method investments and other principal investments.
Investment income (loss) consists of our performance allocations as well as the realized and unrealized gains and losses resulting from our equity method investments and other principal investments.
For funds or vehicles denominated in foreign currencies, this reflects translation at the average quarterly rate, while the separately reported Fundraising metric is translated at the spot rate for each individual closing. Inflows for the year ended December 31, 2022 include $2 billion of AUM associated with the August 2022 Abingworth transaction.
For funds or vehicles denominated in foreign currencies, this reflects translation at the average quarterly rate, while the separately reported Fundraising metric is translated at the spot rate for each individual closing. Inflows for the year ended December 31, 2022 include $2 billion of AUM associated with the August 2022 Abingworth acquisition.
(7) Represents the net accrued performance fee balance/(giveback obligation) as of the current quarter end. (8) For funds marked “NM,” IRR may be positive or negative, but is not considered meaningful because of the limited time since initial investment and early stage of capital deployment.
(7) Represents the net accrued performance revenue balance/(giveback obligation) as of the current quarter end. (8) For funds marked “NM,” IRR may be positive or negative, but is not considered meaningful because of the limited time since initial investment and early stage of capital deployment.
Therefore, a gain or loss is not expected to have a material impact on the revenues or profitability of the Company. Moreover, although the assets of the Consolidated Funds are consolidated onto our balance sheet pursuant to U.S. GAAP, ultimately we do not have recourse to such assets and such liabilities are generally non-recourse to us.
Therefore, income or loss is not expected to have a material impact on the revenues or profitability of the Company. Moreover, although the assets of the Consolidated Funds are consolidated onto our balance sheet pursuant to U.S. GAAP, ultimately we do not have recourse to such assets and such liabilities are generally non-recourse to us.
Adjustments to principal investment income (loss) also include the reclassification of earnings for the investment in NGP Management and its affiliates to the appropriate operating captions for the Non-GAAP results, and the exclusion of charges associated with the investment in NGP Management and its affiliates that are excluded from the Non-GAAP results, and the exclusion of the principal investment loss from the dilution of the indirect investment in Fortitude (see Note 6 to the consolidated financial statements).
Adjustments to principal investment income (loss) also include the reclassification of earnings for the investment in NGP Management and its affiliates to the appropriate operating captions for the Non-GAAP results, the exclusion of charges associated with the investment in NGP Management and its affiliates that are excluded from the Non-GAAP results, and the exclusion of the principal investment loss from dilution of the indirect investment in Fortitude (see Note 5 to the consolidated financial statements).
Our investments in our European CLO vehicles will comply with the risk retention rules as discussed in “Risk Retention Rules” later in this section. Since our inception through December 31, 2022, we and our senior Carlyle professionals, operating executives and other professionals have invested or committed to invest in or alongside our funds.
Our investments in our European CLO vehicles will comply with the risk retention rules as discussed in “Risk Retention Rules” later in this section. Since our inception through December 31, 2023 , we and our senior Carlyle professionals, operating executives and other professionals have invested or committed to invest in or alongside our funds.
If a change of control repurchase event occurs, the notes are subject to repurchase at the repurchase price as set forth in the notes. 3.500% Senior Notes . In September 2019, Carlyle Finance Subsidiary L.L.C. issued $425.0 million of 3.500% senior notes due September 19, 2029 at 99.841% of par. 5.650% Senior Notes .
If a change of control repurchase event occurs, the notes are subject to repurchase at the repurchase price as set forth in the notes. 3.500% Senior Notes . In September 2019, Carlyle Finance Subsidiary L.L.C. issued $425.0 million of 3.500% senior notes due September 19, 2029 at 99.841% of par. 5.625% Senior Notes .
See Note 10 to the consolidated financial statements included in this Annual Report on Form 10-K for information related to indemnifications.
See Note 9 to the consolidated financial statements included in this Annual Report on Form 10-K for information related to indemnifications.
Realizations for funds earning management fees based on commitments during the period do not affect Fee-earning AUM. (3) Market Activity & Other represents realized and unrealized gains (losses) on portfolio investments in our carry funds based on the lower of cost or fair value and net asset value.
Distributions for funds earning management fees based on commitments during the period do not affect Fee-earning AUM. (3) Market Activity & Other represents realized and unrealized gains (losses) on portfolio investments in our carry funds based on the lower of cost or fair value and net asset value.
See Note 3 to the consolidated financial statements included in this Annual Report on Form 10-K for information related to performance allocations for various fund types, preferred return hurdle rates, the timing of performance allocation recognition in investment income, and the potential for performance allocation income reversal. Performance Allocation Related Compensation.
See Note 2 to the consolidated financial statements included in this Annual Report on Form 10-K for information related to performance allocations for various fund types, preferred return hurdle rates, the timing of performance allocation recognition in investment income, and the potential for performance allocation income reversal. Performance Allocation Related Compensation .
(6) Gross Internal Rate of Return (“Gross IRR”) represents the annualized IRR for the period indicated on Limited Partner invested capital based on investment contributions, distributions and unrealized value of the underlying funds, before management fees, expenses and carried interest at the AlpInvest level.
(6) Gross Internal Rate of Return (“Gross IRR”) represents the annualized IRR for the period indicated on Limited Partner invested capital based on investment contributions, distributions and unrealized value of the underlying investments, before management fees, expenses and carried interest at the AlpInvest level.
Inflows for the year ended December 31, 2022 include $2 billion of AUM acquired as part of the August 2022 Abingworth transaction, AUM of $48 billion associated with the strategic advisory services agreement with Fortitude which was effective April 1, 2022, and AUM of $15 billion acquired in the March 2022 CBAM transaction.
Inflows for the year ended December 31, 2022 include $2 billion of AUM acquired as part of the August 2022 Abingworth transaction, AUM of $48 billion associated with the strategic advisory services agreement with Fortitude that was effective April 1, 2022, and AUM of $15 billion acquired in the March 2022 CBAM transaction.
(11) For purposes of aggregation, funds that report in foreign currency have been converted to U.S. dollars at the reporting period spot rate. (12) Represents the net accrued performance fee balance/(giveback obligation) as of the current quarter end.
(11) For purposes of aggregation, funds that report in foreign currency have been converted to U.S. dollars at the reporting period spot rate. (12) Represents the net accrued performance revenue balance/(giveback obligation) as of the current quarter end.
Certain of our recent vintage funds are currently in fundraising and total capital commitments are subject to change. Committed Capital for CEMOF II reflects original committed capital of $2.8 billion, less $1.1 billion in commitments which were extinguished following a Key Person Event.
Certain of our recent vintage funds are currently in fundraising and total capital commitments are subject to change. Committed Capital for CEMOF II reflects original committed capital of $2.8 billion, less $1.1 billion in commitments that were extinguished following a Key Person Event.
(2) Outflows represents the impact of realizations from vehicles with management fees based on remaining invested capital at cost or fair value, changes in basis for funds where the investment period, weighted-average investment period or commitment fee period has expired during the period, reductions for funds that are no longer calling for fees, gross redemptions in our open-ended funds, and run-off of CLO collateral balances.
(2) Outflows represents the impact of realizations from vehicles with management fees based on remaining invested capital at cost or fair value, changes in basis for funds where the investment period, weighted-average investment period or commitment fee period has expired during the period, reductions for funds that are no longer calling for fees, gross redemptions in our open-ended funds, and runoff of CLO collateral balances.
For U.S. federal income tax purposes, any dividends we pay following the Conversion generally will be treated as qualified dividend income (generally taxable to U.S. individual stockholders at capital gain rates) paid by a domestic corporation to the extent paid out of current or accumulated earnings and profits, as determined for U.S. federal income tax purposes, with any excess dividends treated as return of capital to the extent of the stockholder’s basis.
For U.S. federal income tax purposes, any dividends we pay generally will be treated as qualified dividend income (generally taxable to U.S. individual stockholders at capital gain rates) paid by a domestic corporation to the extent paid out of our current or accumulated earnings and profits, as determined for U.S. federal income tax purposes, with any excess dividends treated as return of capital to the extent of the stockholder’s basis.
For CSP II and CSP III, reflects amounts net of investment level recallable proceeds which is adjusted to reflect recyclability of invested capital for the purpose of calculating the fund MOIC. (2) Represents all realized proceeds since inception of the fund.
For CSP III and CSP IV, reflects amounts net of investment level recallable proceeds which is adjusted to reflect recyclability of invested capital for the purpose of calculating the fund MOIC. (2) Represents all realized proceeds since inception of the fund.
See Note 8 of our financial statements for more information on our CLO borrowings. Senior Notes . Certain indirect finance subsidiaries of the Company have issued senior notes, on which interest is payable semi-annually, as discussed below.
See Note 7 of our financial statements for more information on our CLO borrowings. Senior Notes . Certain indirect finance subsidiaries of the Company have issued senior notes, on which interest is payable semi-annually, as discussed below.
GAAP consolidation but are included in the Non-GAAP results, (iii) amounts attributable to non-controlling interests in consolidated entities, which are excluded from the Non-GAAP results, (iv) the reclassification of NGP performance revenues, which are included in principal investment income in the U.S.
GAAP consolidation but were included in the Non-GAAP results, (iii) amounts attributable to non-controlling interests in consolidated entities, which were excluded from the Non-GAAP results, (iv) the reclassification of NGP performance revenues, which are included in investment income in the U.S.
(8) Represents the net accrued performance fee balance/(giveback obligation) as of the current quarter end. (9) Represents all realized proceeds combined with remaining fair value, before management fees, expenses and carried interest.
(8) Represents the net accrued performance revenue balance/(giveback obligation) as of the current quarter end. (9) Represents all realized proceeds combined with remaining fair value, before management fees, expenses and carried interest.
The Carlyle Group Inc. common stock repurchased during the period presented in the tables above relate to shares repurchased during the years ended December 31, 2022 and 2021 and subsequently retired as part of our stock repurchase programs.
The Carlyle Group Inc. common stock repurchased during the period presented in the tables above relate to shares repurchased during the years ended December 31, 2023 and 2022 and subsequently retired as part of our stock repurchase programs.
Our management fees have largely covered our operating costs and all realized performance allocations, after covering the related compensation, are available for distribution to equityholders. Approximately 95% 97% of all capital commitments to our funds have been provided by our fund investors, with the remaining amount typically funded by our senior Carlyle professionals, advisors and other professionals.
Our management fees have largely covered our operating costs and all realized performance allocations, after covering the related compensation, are available for distribution to stockholders. Approximately 95% 97% of all capital commitments to our funds are provided by our fund investors, with the remaining amount typically funded by Carlyle , our senior Carlyle professionals, advisors and other professionals.
Refer to Note 17 to the consolidated financial statements included in this Annual Report on Form 10-K for more information on the differences between our financial results reported pursuant to U.S.
Refer to Note 16 to the consolidated financial statements included in this Annual Report on Form 10-K for more information on the differences between our financial results reported pursuant to U.S.
The Company describes the policies and procedures it uses in evaluating whether an entity is consolidated in Note 3 to the consolidated financial statements included in this Annual Report on Form 10-K.
The Company describes the policies and procedures it uses in evaluating whether an entity is consolidated in Note 2 to the consolidated financial statements included in this Annual Report on Form 10-K.
(11) The fund stepdown date represents the contractual stepdown date under the respective fund agreements for funds on which the fee basis stepdown has not yet occurred. Funds without a listed Fee Initiation Date and Stepdown Date have not yet initiated fees. 147 (12) All amounts shown represent total capital commitments as of December 31, 2022.
(11) The fund stepdown date represents the contractual stepdown date under the respective fund agreements for funds on which the fee basis stepdown has not yet occurred. Funds without a listed Fee Initiation Date and Stepdown Date have not yet initiated fees. (12) All amounts shown represent total capital commitments as of December 31, 2023.
If, at December 31, 2022, all of the investments held by the Company’s funds were deemed worthless, a possibility that management views as remote, the amount of realized and distributed carried interest subject to potential giveback would be $1.5 billion, on an after-tax basis where applicable, of which approximately $0.7 billion would be the responsibility of current and former senior Carlyle professionals.
If, at December 31, 2023 , all of the investments held by the Company’s funds were deemed worthless, a possibility that management views as remote, the amount of realized and distributed carried interest subject to potential giveback would be $1.6 billion , on an after-tax basis where applicable, of which approximately $0.7 billion would be the responsibility of current and former senior Carlyle professionals.
Contingent Cash Payments For Business Acquisitions and Strategic Investments We have certain contingent cash obligations associated with our acquisition of Carlyle Aviation Partners and Abingworth which are accounted for as compensation expense and are accrued for over the service period. If earned, payments are made in the year following the performance year to which the payments relate.
Contingent Cash Payments For Business Acquisitions and Strategic Investments We have certain contingent cash obligations associated with our acquisition of Abingworth, which are accounted for as compensation expense, and are accrued over the service period. If earned, payments are made in the year following the performance year to which the payments relate.
Transaction and portfolio advisory fees generally include capital markets fees generated by Carlyle Global Capital Markets (“GCM”) in connection with activities related to the underwriting, issuance and placement of debt and equity securities, and loan syndication for our portfolio companies and third-party clients, which are generally not subject to rebate offsets with respect to our most recent vintages (but are subject to the rebate offsets set forth above for older funds).
Transaction and portfolio advisory fees generally include capital markets fees generated by Carlyle Global Capital Markets (“GCM”) in connection with activities related to the underwriting, issuance and placement of debt and equity securities, and loan syndication for our portfolio companies and third-party clients, which are generally not subject to rebate offsets as described below with respect to our most recent vintages (but are subject to the rebate offsets set forth below for older funds).
Therefore, a gain or loss from the Consolidated Funds generally does not impact the assets available to our common stockholders. Expenses Compensation and Benefits. Compensation includes salaries, bonuses, equity-based compensation, and performance payment arrangements. Bonuses are accrued over the service period to which they relate.
Therefore, income or loss from the Consolidated Funds generally does not impact the assets available to our common stockholders. Expenses Compensation and benefits. Compensation includes salaries, bonuses, equity-based compensation, and performance payment arrangements. Bonuses are accrued over the service period to which they relate.
Non-GAAP Financial Measures The following tables set forth information in the format used by management when making resource deployment decisions and in assessing performance of our segments. These non-GAAP financial measures are presented for the years ended December 31, 2022, 2021 and 2020.
Non-GAAP Financial Measures The following tables set forth information in the format used by management when making resource deployment decisions and in assessing performance of our segments. These non-GAAP financial measures are presented for the years ended December 31, 2023 and 2022 .
Our consolidated financial statements have been prepared on substantially the same basis for all historical periods presented; however, the consolidated funds are not the same entities in all periods shown due to changes in U.S. GAAP, changes in fund terms and the creation and termination of funds.
Our consolidated financial statements have been prepared on substantially the same basis for all historical periods presented; however, the consolidated funds are not the same entities in all periods shown due to changes in fund terms and the creation and termination of funds .
The terms of the indemnities vary from contract to contract, and the amount of indemnification liability, if any, cannot be 164 determined and has not been included in the table above or recorded in our consolidated financial statements as of December 31, 2022.
The terms of the indemnities vary from contract to contract, and the amount of indemnification liability, if any, cannot be determined and has not been included in the table above or recorded in our consolidated financial statements as of December 31, 2023 .
See “—Non-GAAP Financial Measures” for the amount of realized performance revenues recognized each period. See “—Segment Analysis” for the realized performance revenues by segment and related discussion for each period.
See “— Non-GAAP Financial Measures” and “—Segment Analysis” for the amount of realized net performance revenues recognized each period and related discussion.
Please refer to “—Segment Analysis” for a detailed discussion by segment of the activity affecting Total AUM for each of the periods presented. Perpetual Capital .
Please refer to “—Segment Analysis” for a detailed discussion by segment of the activity affecting Total AUM for each of the periods presented. Available Capital.
These amounts are generally due on demand and are therefore presented in the less than one year category. Excluded from the table above are liabilities for uncertain tax positions of $39.3 million at December 31, 2022 as we are unable to estimate when such amounts may be paid.
These amounts are generally due on demand and are therefore presented in the less than one year category. Excluded from the table above are liabilities for uncertain tax positions of $42.3 million at December 31, 2023 as we are unable to estimate when such amounts may be paid.
In connection with the Conversion, former holders of Carlyle Holdings partnership units will receive cash payments aggregating to approximately $344 million, which is equivalent to $1.50 per Carlyle Holdings partnership unit exchanged in the Conversion, payable in five annual installments of $0.30, the third of which occurred during the first quarter of 2022.
In connection with the Conversion, former holders of Carlyle Holdings partnership units will receive cash payments aggregating to approximately $344 million, which is equivalent to $1.50 per Carlyle Holdings partnership unit exchanged in the Conversion, payable in five annual installments of $0.30, the fourth of which occurred during the first quarter of 2023 .
“Risk Factors—Risks Related to Our Business Operations—Risks Related to the Assets We Manage—The historical returns attributable to our funds, including those presented in this report, should not be considered as indicative of the future results of our funds or of our future results or of any returns expected on an investment in our common stock.” The following tables reflect the performance of our significant funds in our Global Private Equity business.
See Part I, Item 1A “Risk Factors—Risks Related to Our Business Operations—Risks Related to the Assets We Manage—The historical returns attributable to our funds, including those presented in this report, should not be considered as indicative of the future results of our funds or of our future results or of any returns expected on an investment in our common stock.” The following tables reflect the performance of our significant funds in our Global Private Equity business.
Additionally, management fees include catch-up management fees, which are episodic in nature and represent management fees charged to fund investors in subsequent closings of a fund which apply to the time period between the fee initiation date and the subsequent closing date. We also earn management fees on our CLOs and other structured products.
Management fees also include catch-up management fees, which are episodic in nature and represent management fees charged to fund investors in subsequent closings of a fund which apply to the time period between the fee initiation date and the subsequent closing date. We also earn management fees on our CLOs and other structured products. Transaction and portfolio advisory fees.
Substantially all interest and other income of the CLOs and other consolidated funds together with interest expense of our CLOs and net investment gains (losses) of Consolidated Funds is attributable to the related funds’ limited partners or CLO investors. Accordingly, such amounts have no material impact on net income attributable to the Company.
Substantially all interest and other income of the CLOs and other consolidated funds together with interest expense of our CLOs and net investment gains (losses) of Consolidated Funds is attributable to the related funds’ limited partners or CLO investors. Accordingly, such amounts have no material impact on net income attributable to the Company. Expenses Total compensation and benefits .
Inflows for the year ended December 31, 2022 include $2 billion of Fee-earning AUM acquired as part of the August 2022 Abingworth transaction, Fee-earning AUM of $48 billion associated with the strategic advisory services agreement with Fortitude which was effective April 1, 2022, and Fee-earning AUM of $14 billion acquired in the March 2022 CBAM transaction.
Inflows for the year ended December 31, 2022 include $2 billion of Fee-earning AUM acquired as part of the August 2022 Abingworth transaction, $48 billion of Fee-earning AUM associated with the strategic advisory services agreement with Fortitude that was effective April 1, 2022, and $15 billion of Fee-earning AUM acquired in the March 2022 CBAM transaction.
A substantial majority of these investments is expected to be funded by senior Carlyle professionals and other professionals through our internal co-investment program. Of the $3.9 billion of unfunded commitments to the funds, approximately $3.2 billion is subscribed individually by senior Carlyle professionals, advisors and other professionals, with the balance funded directly by the Company.
A substantial majority of these investments is expected to be funded by senior Carlyle professionals and other professionals through our internal co-investment program. Of the $3.7 billion of unfunded commitments to the funds, approximately $3.1 billion is subscribed individually by senior Carlyle professionals, advisors and other professionals, with the balance funded directly by the Company.
In addition, in our discussion of our non-GAAP results, we use the term “realized net performance revenues” to refer to realized performance allocations and incentive fees from our funds, net of the portion allocated to our investment professionals, if any, and certain tax expenses associated with carried interest attributable to certain partners and employees, which are reflected as realized performance allocations and incentive fees related compensation expense.
In addition, in our discussion of our non-GAAP results, we use the term “realized net performance revenues” to refer to realized performance allocations and incentive fees from our funds, net of the portion allocated to our investment professionals and other emplo yees and certain tax expenses associated with carried interest attributable to certain partners and employees, which are reflected as realized performance allocations and incentive fees related compensation expense.
In our liquid credit strategy, our global CLO portfolio continues to experience a default rate less than the industry average, and we are actively managing our credit positions to maintain balanced risk-adjusted credit quality.
Our global CLO portfolio continues to experience a default rate less than the industry average, and we are actively managing our credit positions to maintain balanced risk-adjusted credit quality.
We also record our equity income allocation from NGP performance allocations in principal investment income (loss) from equity method investments rather than performance allocations in our consolidated statements of operations. We do not control or manage NGP.
We also record our equity income allocation from NGP performance allocations in principal investment income (loss) from equity method investments rather than performance allocations in our consolidated statements of operatio ns. We do not control or manage NGP.
As further described above, the consolidation of these funds primarily had the impact of increasing interest and other income of Consolidated Funds, interest and other expenses of Consolidated Funds, and net investment gains (losses) of Consolidated Funds in the year that the fund is initially consolidated.
As further described above, the consolidation of these funds primarily has the impact of increasing interest and other income of Consolidated Funds, interest and other expenses of Consolidated Funds, and net investment income (losses) of Consolidated Funds in the year that the fund is initially consolidated.
“Risk Factors—Risks Related to Our Business Operations—Risks Related to the Assets We Manage—Valuation methodologies for certain assets in our funds can involve subjective judgments, and the fair value of assets established pursuant to such methodologies may be incorrect, which could result in the misstatement of fund performance and accrued performance allocations.” Principal Equity-Method Investments.
See Part I, Item 1A “Risk Factors—Risks Related to Our Business Operations—Risks Related to the Assets We Manage—Valuation methodologies for certain assets in our funds can involve subjective judgments, and the fair value of assets established pursuant to such methodologies may be incorrect, which could result in the misstatement of fund performance and accrued performance allocations.” Principal Equity-Method Investments.
A gain or loss is not necessarily indicative of the investment performance of the Consolidated Funds and does not impact the management or incentive fees received by Carlyle for its management of the Consolidated Funds. The portion of the net investment gains (losses) of Consolidated Funds attributable to the limited partner investors is allocated to non-controlling interests.
Income or loss is not necessarily indicative of the investment performance of the Consolidated Funds and does not impact the management or incentive fees received by Carlyle for its management of the Consolidated Funds. The portion of the net investment income (losses) of Consolidated Funds attributable to the limited partner investors is allocated to non-controlling interests.
GAAP financial statements, (v) the reclassification of fee related performance revenues, which are included in fund level fee revenues in the Non-GAAP results, and (vi) the reclassification of tax expenses associated with certain foreign performance revenues.
GAAP financial statements, (v) the reclassification of fee related performance revenues, which are included in fund level fee 130 revenues in the segment results, and (vi) the reclassification of tax expenses associated with certain foreign performance revenues.

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Item 7A. Quantitative and Qualitative Disclosures About Market Risk

Market Risk — interest-rate, FX, commodity exposure

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Biggest changeThe following table summarizes the incremental impact, including our Consolidated Funds, of a 10% change in total remaining fair value by segment as of December 31, 2022 on our performance allocations revenue: 10% Increase in Total Remaining Fair Value 10% Decrease in Total Remaining Fair Value (Dollars in millions) Global Private Equity $ 1,913.5 $ (2,113.9) Global Credit 191.9 (112.3) Global Investment Solutions 255.6 (248.3) Total $ 2,361.0 $ (2,474.5) 169 The following table summarizes the incremental impact of a 10% change in Level III remaining fair value by segment as of December 31, 2022 on our performance allocations revenue: 10% Increase in Level III Remaining Fair Value 10% Decrease in Level III Remaining Fair Value (Dollars in millions) Global Private Equity $ 1,828.4 $ (2,006.7) Global Credit 186.6 (110.8) Global Investment Solutions 247.8 (241.4) Total $ 2,262.8 $ (2,358.9) The effect of the variability in performance allocations revenue would be in part offset by performance allocation related compensation.
Biggest changeThe following table summarizes the incremental impact, including our Consolidated Funds, of a 10% change in total remaining fair value by segment as of December 31, 2023 on our performance allocations revenue: 10% Increase in Total Remaining Fair Value 10% Decrease in Total Remaining Fair Value (Dollars in millions) Global Private Equity $ 2,702.9 $ (1,417.8) Global Credit 189.8 (264.1) Global Investment Solutions 343.7 (352.8) Total $ 3,236.4 $ (2,034.7) The effect of the variability in performance allocations revenue would be in part offset by performance allocation related compensation.
The investment process of our investment funds involves a comprehensive due diligence approach, including review of reputation of shareholders and management, company size and sensitivity of cash flow generation, business sector and competitive risks, portfolio fit, exit risks and other key factors highlighted by the deal team.
The investment process of our investment funds involves a comprehensive due diligence approach, including review of the reputation of shareholders and management, company size and sensitivity of cash flow generation, business sector and competitive risks, portfolio fit, exit risks and other key factors highlighted by the deal team.
In our discussion of “Key Financial Measures” and “Critical Accounting Policies,” we disclose that performance allocations are recognized upon appreciation of the valuation of our funds’ investments above certain return hurdles and are based upon the amount that would be due to Carlyle at each reporting date as if the funds were liquidated at their then-current fair values.
In our discussion of “Key Financial Measures” and “Critical Accounting Policies,” we disclose that performance allocations are recognized upon appreciation of the valuation of our funds’ investments above certain return hurdles and are based upon the amount that would 164 be due to Carlyle at each reporting date as if the funds were liquidated at their then-current fair values.
Interest Rate Risk We have obligations under our CLO term loans that accrue interest at variable rates. Interest rate changes may therefore affect the amount of interest payments, future earnings and cash flows. The CLO term loans incur interest at EURIBOR plus an applicable rate. We do not have any interest rate swaps in place for these borrowings.
Interest Rate Risk We have obligations under our CLO term loans that accrue interest at variable rates. Interest rate changes may therefore affect the amount of interest payments, future earnings and cash flows. The CLO term loans incur interest at EURIBOR or SOFR plus an applicable rate. We do not have any interest rate swaps in place for these borrowings.
Based on our debt obligations payable as of December 31, 2022, we estimate that interest expense relating to variable rates would increase by approximately $4.2 million on an annual basis in the event interest rates were to increase by one percentage point.
Based on our debt obligations payable as of December 31, 2023 , we estimate that interest expense relating to variable rates would increase by approximately $4.3 million on an annual basis in the event interest rates were to increase by one percentage point.
We estimate that as of December 31, 2022, if there was a 10% decline in the rate of exchange of all foreign currencies against the U.S. dollar, the impact on our consolidated results of operations for the year then ended would be as follows: (a) fund management fees would decrease by $49.5 million, (b) performance allocations would decrease by $72.0 million and (c) principal investment income would remain flat.
We estimate that as of December 31, 2023 , if there was a 10% decline in the rate of exchange of all foreign currencies against the U.S. dollar, the impact on our consolidated results of operations for the year then ended would be as follows: (a) fund management fees would decrease by $53.9 million, (b) performance allocations would decrease by $37.1 million, and (c) principal investment income would decrease by $2.9 million .
GAAP: Remaining Fair Value Percentage Amount Classified as Level III Investments (Dollars in millions) Global Private Equity $ 123,673 95 % Global Credit $ 132,924 75 % Global Investment Solutions $ 43,521 97 % Exchange Rate Risk Our investment funds hold investments that are denominated in non-U.S. dollar currencies that may be affected by movements in the rate of exchange between the U.S. dollar and non-U.S. dollar currencies.
The table below shows the remaining fair value : Remaining Fair Value (Dollars in millions) Global Private Equity $ 124,580 Global Credit $ 171,960 Global Investment Solutions $ 52,982 Exchange Rate Risk Our investment funds hold investments that are denominated in non-U.S. dollar currencies that may be affected by movements in the rate of exchange between the U.S. dollar and non-U.S. dollar currencies.
Credit Risk Certain of our investment funds hold derivative instruments that contain an element of risk in the event that the counterparties are unable to meet the terms of such agreements. We minimize our risk exposure by limiting the counterparties with which we enter into contracts to banks and investment banks who meet established credit and capital guidelines.
We minimize our risk exposure by limiting the counterparties with which we enter into contracts to banks and investment banks who meet established credit and capital guidelines . 165
Effect on Assets Under Management Generally, our Fee-earning assets under management are not affected by changes in valuation. However, total assets under management is impacted by valuation changes to net asset value. The table below shows the remaining fair value and the percentage amount classified as Level III investments as defined within the fair value standards of U.S.
Effect on Assets Under Management Generally, our Fee-earning assets under management are not affected by changes in valuation. However, total assets under management is impacted by valuation changes to net asset value.
Removed
We do not expect any counterparty to default on its obligations and therefore do not expect to incur any loss due to counterparty default. 170
Added
Credit Risk Certain of our investment funds hold derivative instruments that contain an element of risk in the event that the counterparties are unable to meet the terms of such agreements. In addition, the Company is subject to credit risk should a financial institution be unable to fulfill its obligations.

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