EX-99.1 2 a13-11289_1ex99d1.htm EX-99.1

Exhibit 99.1

 

 

KKR Financial Holdings LLC Announces First Quarter 2013 Financial Results and

Quarterly Distribution of $0.21 per Common Share

 

SAN FRANCISCO, May 1, 2013—KKR Financial Holdings LLC (NYSE:KFN) (“KFN” or the “Company”) today announced its results for the first quarter ended March 31, 2013.

 

First Quarter 2013 Highlights

 

·                  Net income available to common shareholders totaled $91.6 million, an increase of 4% from the same period of 2012.  Net income available to common shareholders increased 32% before recognition of non-cash charges of $24.2 million associated with the retirement of the Company’s $172.5 million 7.5% convertible notes due 2017.

 

·                  Net income per diluted common share totaled $0.46, compared with $0.48 for the comparable prior-year period.

 

·                  A quarterly cash distribution of $0.21 per common share was declared for the first quarter of 2013.

 

·                  Book value per common share was $10.16 as of March 31, 2013.

 

For the three months ended March 31, 2013, the Company reported net income available to common shareholders of $91.6 million, or $0.46 per diluted common share, compared with $88.0 million, or $0.48 per diluted common share, for the comparable prior-year period.  The Company’s results for the quarter ended March 31, 2013 include non-cash charges of $24.2 million associated with the retirement of its $172.5 million face amount of 7.5% convertible notes due 2017 through the issuance of 26.1 million common shares.

 

The Company’s first quarter 2013 results included total revenues of $140.5 million, total investment costs and expenses of $81.0 million, total other income of $74.2 million, and total other expenses of $34.8 million. Comparatively, KFN’s first quarter 2012 results reflected total revenues of $137.9 million, total investment costs and expenses of $107.8 million, total other income of $78.8 million, and total other expenses of $25.0 million.

 

Total revenues of $140.5 million for the first quarter of 2013 represented an increase of approximately 2% from the comparable prior-year period.  Loan and securities interest income represented 81% of total revenue and oil and gas revenue represented 17%, as compared to 92% and 8%, respectively, for the prior-year period.  The Company’s securities interest income declined from $22.6 million for the quarter ended March 31, 2012 to $14.9 million for the quarter ended March 31, 2013, primarily as a result of the Company’s reduction of its high-yield bond holdings across its strategies from a par value of $790.4 million to $424.6 million over the year.

 

Total investment costs and expenses of $81.0 million for the first quarter of 2013 represented a decrease of approximately 25% from the comparable prior-year period.  This was primarily due to the recording of a provision for loan losses of $11.1 million for the first quarter of 2013 as compared to $46.5 million for the prior-year period.  This $35.4 million decline was partially offset by an approximately $10.8 million increase in costs and expenses associated with the Company’s oil and gas portfolio, which grew in size through acquisitions during the twelve months ending March 31, 2013.

 

Total other income of $74.2 million for the first quarter of 2013 represented a decrease of approximately 6% from the comparable prior-year period, and was primarily driven by $94.7 million of realized and unrealized gains on investments.

 

“Many markets had a strong start to the year, and we took advantage of this in several ways,” said William C. Sonneborn, CEO of KFN.  “First, we exited certain investments by selling into the exuberance for risk assets, in particular in our mezzanine strategy.  Second, we pivoted our focus to areas of capital supply/demand imbalance, for example in commercial real estate, where we deployed or committed to deploy capital to four new opportunities during the quarter.  Finally, we maintained our discipline around capital deployment by treading cautiously in the current high-price, tight-spread environment, evidenced by our $713 million cash position at quarter end.”

 



 

Selected Portfolio Activity

 

Bank Loans and High-Yield Debt Strategy

 

During the quarter ended March 31, 2013, the Company continued to reduce its high-yield debt holdings through its bank loans and high-yield debt strategy by approximately 12%, from $379.1 million par amount as of December 31, 2012 to $332.5 million par amount as of March 31, 2013.  The Company reduced its high-yield debt holdings within this strategy by approximately 51% during the twelve months ended March 31, 2013.

 

In addition, the Company continued to deploy capital from KKR Financial CLO 2012-1, Ltd., which was approximately 97% ramped on a trade-date basis as of March 31, 2013 with approximately $388.2 million par amount of loans and bonds.

 

Commercial Real Estate Strategy

 

During the quarter ended March 31, 2013, the Company deployed or committed to deploy capital to four new investments through its commercial real estate strategy.  These included (i) Legends Outlets, a 1.2 million square-foot Kansas City, Kansas outlet center; (ii) a convertible preferred equity investment in Sentio Healthcare Properties, a non-listed healthcare-focused REIT; (iii) Colonie Center, a 1.3 million square-foot super-regional mall in Albany, New York; and (iv) a 360-key Midwestern hotel property.

 

Combined with the Company’s existing commercial real estate holdings, these transactions increased the Company’s portfolio to seven transactions.

 

Book Value

 

Book value per common share decreased 1% to $10.16 as of March 31, 2013 from $10.31 as of December 31, 2012.  The decrease in book value per common share was primarily driven by the Company’s issuance of 26.1 million shares related to the termination of conversion rights on its 7.5% convertible notes due 2017, as well as by distributions of $0.26 per share paid to common shareholders during the quarter.  These were partially offset by first-quarter net income of $0.46 per diluted common share.

 

Distributions

 

On April 30, 2013, the Company’s board of directors declared a cash distribution of $0.21 per common share.  The distribution is payable on May 28, 2013 to common shareholders of record as of the close of business on May 14, 2013.

 

Conference Call and Webcast

 

The Company will host a conference call and audio webcast to review its results for the first quarter ended March 31, 2013 on May 1, 2013, at 6:00 a.m. PT (9:00 a.m. ET). The conference call may be accessed by dialing (877) 303-4382 (domestic) or +1 (253) 237-1193 (international); a pass code is not required.  A replay of the live broadcast will be available by dialing (855) 859-2056 (domestic) and +1 (404) 537-3406 (international), pass code 12634528, beginning approximately two hours after the event.  Additionally, the conference call will be broadcast live over the Internet and subsequently archived and may be accessed through the KFN Investor Relations section of the KKR website at http://ir.kkr.com/kfn_ir/kfn_events.cfm.  Supplemental materials that will be discussed during the call will be available at the same website location.

 

From time to time the Company may use its website as a channel of distribution of material company information.  Financial and other important information regarding the Company is routinely posted on and accessible at the KFN Investor Relations section of www.kkr.com, where you may also enroll your email address to receive automatic email alerts and other information about the Company.

 

About KKR Financial Holdings LLC

 

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

 



 

“Safe Harbor” Statement Under the Private Securities Litigation Reform Act of 1995

 

This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements are based on information available to the Company as of the date of this press release and actual results may differ. These forward-looking statements involve known and unknown risks, uncertainties and other factors beyond the Company’s control. Any forward-looking statements speak only as of the date of this press release and the Company expressly disclaims any obligation to update or revise any of them to reflect actual results, any changes in expectations or any change in events. If the Company does update one or more forward-looking statements, no inference should be drawn that it will make additional updates with respect to those or other forward-looking statements. For additional information concerning risks, uncertainties and other factors that may cause actual results to differ from those anticipated in the forward-looking statements, and risks to the Company’s business in general, please refer to the Company’s SEC filings, including its Annual Report on Form 10-K for the fiscal year ended December 31, 2012, filed with the SEC on February 28, 2013.

 



 

Schedule I

KKR Financial Holdings LLC and Subsidiaries

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)

(Amounts in thousands, except per share information)

 

 

 

For the three
months ended
March 31, 2013

 

For the three
months ended
March 31, 2012

 

Revenues:

 

 

 

 

 

Loan interest income

 

$

98,261

 

$

104,094

 

Securities interest income

 

14,862

 

22,576

 

Oil and gas revenue

 

23,805

 

11,053

 

Other

 

3,522

 

211

 

Total revenues

 

140,450

 

137,934

 

Investment costs and expenses:

 

 

 

 

 

Interest expense

 

41,880

 

40,715

 

Interest expense to affiliates

 

9,917

 

12,859

 

Provision for loan losses

 

11,068

 

46,498

 

Oil and gas production costs

 

7,908

 

2,873

 

Oil and gas depreciation, depletion and amortization

 

8,988

 

3,181

 

Other

 

1,288

 

1,666

 

Total investment costs and expenses

 

81,049

 

107,792

 

Other income:

 

 

 

 

 

Net realized and unrealized gain on investments

 

94,727

 

66,542

 

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

 

(8,852

)

9,149

 

Net loss on restructuring and extinguishment of debt

 

(20,269

)

(445

)

Other income

 

8,614

 

3,592

 

Total other income

 

74,220

 

78,838

 

Other expenses:

 

 

 

 

 

Related party management compensation

 

28,306

 

18,113

 

General, administrative and directors expenses

 

4,794

 

4,991

 

Professional services

 

1,727

 

1,896

 

Total other expenses

 

34,827

 

25,000

 

Income before income taxes

 

98,794

 

83,980

 

Income tax expense (benefit)

 

458

 

(4,068

)

Net income

 

$

98,336

 

$

88,048

 

Preferred share distributions

 

6,738

 

 

Net income available to common shareholders

 

$

91,598

 

$

88,048

 

Net income per common share:

 

 

 

 

 

Basic

 

$

0.46

 

$

0.49

 

Diluted

 

$

0.46

 

$

0.48

 

Weighted average number of common shares outstanding:

 

 

 

 

 

Basic

 

197,153

 

177,775

 

Diluted

 

197,153

 

182,247

 

 



 

Schedule II

KKR Financial Holdings LLC

CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED)

(Amounts in thousands, except share information)

 

 

 

March 31,
2013

 

December 31,
2012

 

Assets

 

 

 

 

 

Cash and cash equivalents

 

$

713,160

 

$

237,606

 

Restricted cash and cash equivalents

 

722,104

 

896,396

 

Securities

 

502,196

 

533,520

 

Corporate loans, net (includes $107,395 and $128,289 loans held for sale as of March 31, 2013 and December 31, 2012, respectively)

 

5,838,164

 

5,947,857

 

Equity investments, at estimated fair value ($9,746 and $7,187 pledged as collateral as of March 31, 2013 and December 31, 2012, respectively)

 

185,047

 

161,621

 

Oil and gas properties, net

 

297,516

 

289,929

 

Derivative assets

 

21,694

 

23,207

 

Interest and principal receivable

 

38,977

 

46,960

 

Other assets

 

254,653

 

221,783

 

Total assets

 

$

8,573,511

 

$

8,358,879

 

Liabilities

 

 

 

 

 

Collateralized loan obligation secured notes

 

$

5,058,520

 

$

5,122,338

 

Collateralized loan obligation junior secured notes to affiliates

 

193,921

 

296,557

 

Credit facilities

 

46,089

 

107,789

 

Convertible senior notes

 

 

166,028

 

Senior notes

 

362,202

 

362,178

 

Junior subordinated notes

 

283,517

 

283,517

 

Accounts payable, accrued expenses and other liabilities

 

40,952

 

25,931

 

Accrued interest payable

 

17,794

 

20,519

 

Accrued interest payable to affiliates

 

5,577

 

6,632

 

Related party payable

 

21,706

 

10,998

 

Derivative liabilities

 

100,176

 

117,270

 

Total liabilities

 

6,130,454

 

6,519,757

 

Shareholders’ Equity

 

 

 

 

 

Preferred shares, no par value, 50,000,000 shares authorized and 14,950,000 and zero issued and outstanding at March 31, 2013 and December 31, 2012, respectively

 

 

 

Common shares, no par value, 500,000,000 shares authorized, and 204,784,871 and 178,437,078 shares issued and outstanding at March 31, 2013 and December 31, 2012, respectively

 

 

 

Paid-in-capital

 

3,311,481

 

2,762,584

 

Accumulated other comprehensive loss

 

(53,543

)

(70,226

)

Accumulated deficit

 

(814,881

)

(853,236

)

Total shareholders’ equity

 

2,443,057

 

1,839,122

 

Total liabilities and shareholders’ equity

 

$

8,573,511

 

$

8,358,879

 

 

Investor Relations Contact:

Pam Testani
+1 (415) 315-6597
investor-relations@kkr.com

 

Media Contact:
Kristi Huller
+1 (212) 750-8300
media@kkr.com