8 unchanged sentences
There have been no changes in our internal control over financial reporting (as defined in Rule 13a-15(f) and 15d-15(f) of the Exchange Act) during the quarter ended December 31, 2023 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
+Added: As of December 31, 2023, our evaluation is ongoing for InfraBridge, which was acquired in February 2023.
Management’s Annual Report on Internal Control over Financial Reporting
4 unchanged sentences
Management evaluated the effectiveness of our internal control over financial reporting using the criteria set forth in the Internal Control—Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).
−Removed: Based on our evaluation, management concluded that our internal control over financial reporting was effective as of December 31, 2022.
+Added: As permitted by the SEC, management has elected to exclude InfraBridge, which was acquired in February 2023, from its assessment of the effectiveness of internal control over financial reporting.
+Added: As of and for the year ended December 31, 2023, InfraBridge represented 12.1% of assets, 3.2% of liabilities and 6.3% of revenues.
+Added: Based on our evaluation, except for InfraBridge, management concluded that our internal control over financial reporting was effective as of December 31, 2023.
+Added: We are in the process of integrating InfraBridge into our process of internal control over financial reporting.
Our internal control system was designed to provide reasonable assurance to management and our board of directors regarding the preparation and fair presentation of published financial statements.
8 unchanged sentences
(the Company) maintained, in all material respects, effective internal control over financial reporting as of December 31, 2023 , based on the COSO criteria.
+Added: As indicated in the accompanying Management’s Annual Report on Internal Control over Financial Reporting, management’s assessment of and conclusion on the effectiveness of internal control over financial reporting did not include the internal controls of InfraBridge, which is included in the 2023 consolidated financial statements of the Company and comprised 12.1% of total assets and 3.2% of total liabilities as of December 31, 2023 , and 6.3% of total revenues for the year then ended.
+Added: Our audit of internal control over financial reporting of the Company also did not include an evaluation of the internal control over financial reporting of InfraBridge.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheets of DigitalBridge Group, Inc.
−Removed: as of December 31, 2022 and 2021 , the related consolidated statements of operations, comprehensive income (loss), equity and cash flows for each of the three years in the period ended December 31, 2022 , and the related notes and financial statement schedule listed in the Index at Item 15, and our report dated February 27, 2023 expressed an unqualified opinion thereon.
+Added: as of December 31, 2023 and 2022 , the related consolidated statements of operations, comprehensive income (loss), equity and cash flows for each of the three years in the period ended December 31, 2023 , and the related notes, and our report dated February 23, 2024 expressed an unqualified opinion thereon.
Basis for Opinion
18 unchanged sentences
Other Information.
+Added: Rule 10b5-1 Trading Plans
+Added: During the quarter ended December 31, 2023, none of the Company’s directors or executive officers adopted or terminated any contract, instruction or written plan for the purchase or sale of Company securities that was intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) or any “non-Rule 10b5-1 trading arrangement.”
Disclosure Regarding Foreign Jurisdictions that Prevent Inspections.
10 unchanged sentences
The information required by Item 14 is hereby incorporated by reference to the definitive proxy statement to be filed with the SEC pursuant to Regulation 14A within 120 days after our fiscal year ended December 31, 2023.
−Removed: Exhibits and Financial Statement Schedules.
+Added: Exhibits and Financial Statements.
(a)(1) and (2).
9 unchanged sentences
Summary of Significant Accounting Policies
−Removed: Equity and Debt Investments
−Removed: Goodwill, Deferred Leasing Costs and Other Intangibles
+Added: Business Combinations
+Added: Goodwill and Intangible Assets
Restricted Cash, Other Assets and Other Liabilities
1 unchanged sentence
Noncontrolling Interests
−Removed: Variable Interest Entities
Earnings per Share
Equity-Based Compensation
+Added: Variable Interest Entities
Transactions with Affiliates
1 unchanged sentence
Commitments and Contingencies
−Removed: Supplemental Disclosure of Cash Flow Information
−Removed: Assets and Related Liabilities Held for Disposition
−Removed: Discontinued Operations
Subsequent Events
−Removed: Schedule III—Real Estate and Accumulated Depreciation
All other schedules are omitted because they are not applicable, or the required information is included in the consolidated financial statements or notes thereto.
5 unchanged sentences
We have audited the accompanying consolidated balance sheets of DigitalBridge Group, Inc.
−Removed: (the Company) as of December 31, 2022 and 2021 , the related consolidated statements of operations, comprehensive income (loss), equity and cash flows for each of the three years in the period ended December 31, 2022 , and the related notes and financial statements schedule listed in the Index at Item 15 (collectively referred to as the “consolidated financial statements”).
+Added: (the Company) as of December 31, 2023 and 2022, the related consolidated statements of operations, comprehensive income (loss), equity and cash flows for each of the three years in the period ended December 31, 2023, and the related notes (collectively referred to as the “consolidated financial statements”).
In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company at December 31, 2023 and 2022, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2023, in conformity with U.S.
16 unchanged sentences
The communication of the critical audit matter does not alter in any way our opinion on the consolidated financial statements taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.
−Removed: Asset acquisitions—recognition of acquired assets
−Removed: Description of the Matter As more fully discussed in Note 3 to the consolidated financial statements, during the year ended December 31, 2022, the Company completed the acquisition of real estate and related intangible assets for total consideration of approximately $1.7 billion.
−Removed: As explained in Notes 2 and 3 to the consolidated financial statements, the transactions were accounted for as asset acquisitions, and as such, the total consideration was allocated to the acquired assets and liabilities based upon their relative fair values.
−Removed: Auditing the Company’s accounting for the acquisitions was complex due to the significant estimation required by management in estimating the relative fair values of the acquired tangible and intangible assets.
−Removed: The significant estimation was primarily due to the judgmental nature of the inputs to the valuation models used to measure the fair value of the tangible and intangible assets as well as the sensitivity of the respective fair values to the underlying inputs or assumptions.
−Removed: The Company utilized the income approach (discounted cash flow method), sales comparison approach, and cost approach to estimate the fair value of the acquired tangible and intangible assets.
−Removed: The determination of the relative fair value of the acquired tangible assets involved a higher degree of subjectivity due to the lack of availability of directly comparable market information, while the determination of the relative fair value of the acquired intangible assets involved a higher degree of subjectivity due to the use of market assumptions that are forward looking and could be affected by future economic or market conditions.
−Removed: How We Addressed the Matter in Our Audit We obtained an understanding, evaluated the design and tested the operating effectiveness of controls over the Company’s process for allocating total consideration to the acquired tangible and intangible assets, including controls over the Company’s review of the inputs and assumptions used in the fair value analysis and accuracy of the underlying data used.
−Removed: For example, we tested controls over the determination of the fair value of acquired tangible and intangible assets, including controls over the review of the valuation models and underlying assumptions used to develop such estimates.
−Removed: To test the fair values of acquired tangible and intangible assets used in the purchase price allocation, we performed audit procedures that included, among others, evaluating the valuation methods and significant assumptions used by management, evaluating the sensitivity of changes in inputs or assumptions on the relative fair values of the acquired assets, testing the completeness and accuracy of the underlying data supporting the determination of the various inputs, and testing its clerical accuracy.
−Removed: For a sample of acquired assets, we involved our valuation specialists to assist in evaluating the methodologies used by the Company, performed procedures to assess the reasonableness of the significant inputs or assumptions utilized in developing the fair value estimates, and performed comparative calculations to assess the reasonableness of the allocations to the acquired assets.
+Added: Description of the Matter At December 31, 2023, the carrying value of the Company’s investments totaled $2.5 billion, including principal investments in Company-sponsored funds of $1.2 billion and carried interest allocation of $676.4 million.
+Added: As discussed further in Notes 2 and 4 to the consolidated financial statements, the underlying investments of the Company’s sponsored investment vehicles (“underlying investments”) are reported at fair value as determined by management by applying the valuation techniques and using the significant unobservable inputs described therein, and the Company’s unrealized carried interest allocation is driven primarily by changes in fair value of the underlying investments.
+Added: Fair value of the underlying investments is typically estimated using unobservable inputs and assumptions that involve significant judgement including, but not limited to, the financial performance of the portfolio company, economic conditions, foreign exchange rates, comparable transactions in the market, and equity prices for publicly traded securities.
+Added: Auditing management’s determination of the fair value of the underlying investments that contribute to the Company’s unrealized carried interest allocation which are valued using significant unobservable inputs is complex and involves a high degree of auditor subjectivity to address the higher estimation uncertainty.
+Added: How We Addressed the Matter in Our Audit We obtained an understanding, evaluated the design, and tested the operating effectiveness of controls over the Company’s recognition of carried interest allocation, including controls over the Company’s investment valuation process for the underlying investments.
+Added: This included management’s review controls over the assessment of the valuation techniques and significant unobservable inputs used to estimate the fair value of the underlying investments and management’s evaluation of the completeness and accuracy of the data used in the valuations of the underlying investments.
+Added: Our audit procedures included, among others, evaluating changes in fair value of the underlying investments to determine which investments contributed to the Company’s unrealized carried interest allocation, testing the mathematical accuracy of the distribution waterfalls used to determine the Company’s share of income or loss from the underlying funds and agreeing data used in the waterfall calculations to the funds’ accounting records.
+Added: For a sample of underlying investments where an increase in fair value contributed to the Company’s unrealized carried interest allocation, we performed procedures to evaluate the appropriateness of the methodology and key inputs and assumptions used in the valuation, including, but not limited to, performing sensitivities on the inputs or assumptions used in the valuation, comparing key inputs and assumptions used in the valuations to source documents or market data, and evaluating the existence of corroborating or contrary evidence obtained through other audit procedures.
+Added: Our procedures varied based on the nature of each investment selected for testing.
+Added: For certain investments, we involved our internal valuation specialists to perform corroborative analyses to assess whether the key assumptions used in the valuation and the estimated fair values were supported by observable market data.
/s/ Ernst & Young LLP
8 unchanged sentences
Cash and cash equivalents $ 345,335 $ 855,564
−Removed: $ 918,254 $ 1,602,102
Restricted cash 4,915 4,854
−Removed: 118,485 99,121
−Removed: Real estate, net
−Removed: 5,921,298 4,972,284
−Removed: Equity and debt investments ($ 506,081 and $ 201,912 at fair value)
−Removed: 1,322,050 935,153
−Removed: Loans receivable (at fair value) 137,945 173,921
−Removed: 761,368 761,368
−Removed: Deferred leasing costs and intangible assets, net
+Added: Investments ($ 572,749 and $ 421,393 at fair value)
2,476,093 1,237,363
+Added: Goodwill 465,991 298,248
+Added: Intangible assets 103,750 85,698
Other assets ($ 0 and $ 11,793 at fair value)
1 unchanged sentence
Due from affiliates 85,815 45,360
−Removed: 45,360 49,230
−Removed: Assets held for disposition 57,526 3,676,615
−Removed: $ 11,028,503 $ 14,197,816
−Removed: Debt, net $ 5,156,140 $ 4,860,402
−Removed: Accrued and other liabilities ($ 183,628 and $ 37,970 at fair value)
+Added: Assets of discontinued operations 1,698 8,420,595
$ 3,562,550 $ 11,028,503
−Removed: Intangible liabilities, net
+Added: Debt $ 371,783 $ 569,375
+Added: Other liabilities ($ 124,019 and $ 183,628 at fair value)
681,451 546,923
−Removed: Liabilities related to assets held for disposition 380 3,088,699
+Added: Liabilities of discontinued operations 153 5,342,142
Total liabilities
9 unchanged sentences
794,670 800,355
−Removed: Common stock, $ 0.04 par value per share
+Added: Common stock, $ 0.01 and $ 0.04 par value per share
Class A, 237,250 shares authorized;
15 unchanged sentences
$ 3,562,550 $ 11,028,503
−Removed: The accompanying notes are an integral part of the consolidated financial statements.
+Added: The accompanying notes form an integral part of the consolidated financial statements.
DigitalBridge Group, Inc.
3 unchanged sentences
2023 2022 2021
−Removed: Property operating income $ 927,506 $ 762,750 $ 312,928
−Removed: Fee income ($ 167,733 , $ 170,929 and $ 83,294 from affiliates)
+Added: Fee revenue ($ 254,429 , $ 167,733 and $ 170,929 from affiliates)
$ 264,117 $ 172,673 $ 180,826
−Removed: Interest income 30,107 8,791 7,206
+Added: Carried interest allocation 363,075 378,342 99,207
+Added: Principal investment income 145,448 56,731 86,023
Other income ($ 10,400 , $ 4,337 and $ 10,185 from affiliates)
1 unchanged sentence
Total revenues 821,383 694,771 387,830
−Removed: Property operating expense 389,445 316,178 119,834
Interest expense 24,540 42,926 63,244
−Removed: Investment expense 33,887 28,257 13,551
+Added: Investment-related expense 3,155 23,219 7,168
Transaction-related costs 10,823 10,129 5,515
Depreciation and amortization 36,651 44,271 44,353
−Removed: Impairment loss — — 25,079
Compensation expense—cash and equity-based 206,892 154,752 159,772
−Removed: Compensation expense—incentive fee and carried interest 202,286 65,890 1,906
−Removed: Administrative expenses 123,184 109,490 78,766
−Removed: Settlement loss — — 5,090
+Added: Compensation expense—incentive fee and carried interest allocation 186,030 202,286 65,890
+Added: Administrative expense 83,782 94,122 77,768
Total expenses 551,873 571,705 423,710
Other income (loss)
−Removed: Other losses, net ( 170,555 ) ( 21,412 ) ( 6,493 )
−Removed: Equity method earnings (losses) 19,412 127,270 ( 273,288 )
−Removed: Equity method earnings—carried interest 378,342 99,207 12,709
−Removed: Loss from continuing operations before income taxes
−Removed: ( 407,826 ) ( 317,361 ) ( 638,151 )
+Added: Other gain (loss), net 96,119 ( 169,747 ) ( 20,119 )
+Added: Income (loss) from continuing operations before income taxes 365,629 ( 46,681 ) ( 55,999 )
Income tax benefit (expense) ( 6 ) ( 13,132 ) 21,463
−Removed: Loss from continuing operations ( 421,293 ) ( 216,823 ) ( 591,088 )
−Removed: Loss from discontinued operations ( 148,704 ) ( 600,088 ) ( 3,199,322 )
−Removed: Net loss ( 569,997 ) ( 816,911 ) ( 3,790,410 )
+Added: Income (loss) from continuing operations 365,623 ( 59,813 ) ( 34,536 )
+Added: Income (loss) from discontinued operations ( 320,458 ) ( 510,184 ) ( 782,375 )
+Added: Net income (loss) 45,165 ( 569,997 ) ( 816,911 )
Net income (loss) attributable to noncontrolling interests:
2 unchanged sentences
Operating Company 9,138 ( 32,369 ) ( 40,511 )
−Removed: Net loss attributable to DigitalBridge Group, Inc.
−Removed: ( 321,797 ) ( 310,097 ) ( 2,675,759 )
−Removed: Preferred stock repurchases/redemptions (Note 9)
+Added: Net income (loss) attributable to DigitalBridge Group, Inc.
185,280 ( 321,797 ) ( 310,097 )
Preferred stock dividends 58,656 61,567 70,627
−Removed: Net loss attributable to common stockholders $ ( 382,266 ) $ ( 385,716 ) $ ( 2,750,782 )
−Removed: Loss per share—basic
−Removed: Loss from continuing operations per common share—basic $ ( 1.76 ) $ ( 1.21 ) $ ( 4.33 )
−Removed: Net loss attributable to common stockholders per common share—basic $ ( 2.47 ) $ ( 3.14 ) $ ( 23.25 )
−Removed: Loss per share—diluted
−Removed: Loss from continuing operations per common share—diluted $ ( 1.76 ) $ ( 1.21 ) $ ( 4.33 )
−Removed: Net loss attributable to common stockholders per common share—diluted $ ( 2.47 ) $ ( 3.14 ) $ ( 23.25 )
+Added: Preferred stock repurchases
+Added: ( 927 ) ( 1,098 ) 4,992
+Added: Net income (loss) attributable to common stockholders $ 127,551 $ ( 382,266 ) $ ( 385,716 )
+Added: Income (loss) per share—basic
+Added: Income (loss) from continuing operations per common share—basic $ 1.13 $ ( 1.23 ) $ ( 1.27 )
+Added: Net income (loss) attributable to common stockholders per common share—basic $ 0.78 $ ( 2.47 ) $ ( 3.14 )
+Added: Income (loss) per share—diluted
+Added: Income (Loss) from continuing operations per common share—diluted $ 1.10 $ ( 1.23 ) $ ( 1.27 )
+Added: Net income (loss) attributable to common stockholders per common share—diluted $ 0.77 $ ( 2.47 ) $ ( 3.14 )
Weighted average number of shares
1 unchanged sentence
Diluted 169,720 154,495 122,864
−Removed: The accompanying notes are an integral part of the consolidated financial statements.
+Added: Dividends declared per common share
+Added: $ 0.04 $ 0.02 $ —
+Added: The accompanying notes form an integral part of the consolidated financial statements.
DigitalBridge Group, Inc.
3 unchanged sentences
2023 2022 2021
−Removed: Net loss $ ( 569,997 ) $ ( 816,911 ) $ ( 3,790,410 )
+Added: Net income (loss) $ 45,165 $ ( 569,997 ) $ ( 816,911 )
Changes in accumulated other comprehensive income (loss) related to:
1 unchanged sentence
Available-for-sale debt securities — ( 6,373 ) ( 331 )
−Removed: Cash flow hedges — 1,285 ( 30 )
Foreign currency translation 2,279 ( 44,232 ) ( 94,560 )
+Added: Cash flow hedges — — 1,285
Net investment hedges — ( 8,368 ) ( 57,291 )
Other comprehensive income (loss) 2,597 ( 61,840 ) ( 167,945 )
−Removed: Comprehensive loss ( 631,837 ) ( 984,856 ) ( 3,602,103 )
+Added: Comprehensive income (loss) 47,762 ( 631,837 ) ( 984,856 )
Comprehensive income (loss) attributable to noncontrolling interests:
2 unchanged sentences
Operating Company 9,365 ( 36,116 ) ( 48,783 )
−Removed: Comprehensive loss attributable to stockholders $ ( 365,818 ) $ ( 389,210 ) $ ( 2,601,768 )
−Removed: The accompanying notes are an integral part of the consolidated financial statements.
+Added: Comprehensive income (loss) attributable to stockholders $ 187,234 $ ( 365,818 ) $ ( 389,210 )
+Added: The accompanying notes form an integral part of the consolidated financial statements.
DigitalBridge Group, Inc.
3 unchanged sentences
Balance at December 31, 2020 $ 999,490 $ 4,841 $ 7,570,473 $ ( 6,195,456 ) $ 122,123 $ 2,501,471 $ 4,327,372 $ 155,747 $ 6,984,590
−Removed: Cumulative effect of adoption of new accounting guidance (Note 2)
−Removed: — — — ( 3,187 ) — ( 3,187 ) ( 1,577 ) ( 349 ) ( 5,113 )
−Removed: Net loss — — — ( 2,675,759 ) — ( 2,675,759 ) ( 812,547 ) ( 302,720 ) ( 3,791,026 )
−Removed: Other comprehensive income — — — — 73,991 73,991 106,173 8,143 188,307
−Removed: Fair value of noncontrolling interests assumed in acquisitions
+Added: Net income (loss) — — — ( 310,097 ) — ( 310,097 ) ( 500,980 ) ( 40,511 ) ( 851,588 )
+Added: Other comprehensive income (loss) — — — — ( 79,113 ) ( 79,113 ) ( 80,560 ) ( 8,272 ) ( 167,945 )
+Added: Redemption of preferred stock (Note 8)
( 145,258 ) — ( 4,992 ) — — ( 150,250 ) — — ( 150,250 )
+Added: Exchange of notes for common stock — 734 181,473 — — 182,207 — — 182,207
+Added: Shares issued pursuant to settlement liability — 60 46,982 — — 47,042 — — 47,042
Deconsolidation of investment entities (Note 2)
— — 1,956 — ( 1,482 ) 474 ( 1,080,134 ) — ( 1,079,660 )
−Removed: Common stock repurchases — ( 127 ) ( 24,622 ) — — ( 24,749 ) — — ( 24,749 )
−Removed: Redemption of OP Units for common stock — 22 7,735 — — 7,757 — ( 7,757 ) —
−Removed: Equity awards issued, net of forfeitures — 96 35,265 — — 35,361 1,172 2,673 39,206
−Removed: Shares canceled for tax withholding on vested equity awards — ( 28 ) ( 7,721 ) — — ( 7,749 ) — — ( 7,749 )
−Removed: Costs of noncontrolling interests — — ( 6,707 ) — — ( 6,707 ) — — ( 6,707 )
−Removed: Warrant issuance (Note 10)
−Removed: — — 20,240 — — 20,240 — — 20,240
+Added: Redemption of OP Units for class A common stock — 20 4,627 — — 4,647 — ( 4,647 ) —
+Added: Equity-based compensation — 66 51,224 — — 51,290 2,841 3,898 58,029
+Added: Shares canceled for tax withholdings on vested equity awards — ( 29 ) ( 19,331 ) — — ( 19,360 ) — — ( 19,360 )
Contributions from noncontrolling interests — — — — — — 202,471 — 202,471
1 unchanged sentence
Preferred stock dividends — — — ( 70,627 ) — ( 70,627 ) — — ( 70,627 )
−Removed: Common stock dividends declared ($ 0.44 per share)
−Removed: — — — ( 52,854 ) — ( 52,854 ) — — ( 52,854 )
−Removed: Reallocation of equity (Note 2 and 10)
+Added: Reallocation of equity (Notes 2 and 9)
— — ( 11,605 ) — 855 ( 10,750 ) 4,682 6,068 —
Balance at December 31, 2021 854,232 5,692 7,820,807 ( 6,576,180 ) 42,383 2,146,934 2,653,173 112,283 4,912,390
−Removed: The accompanying notes are an integral part of the consolidated financial statements.
+Added: The accompanying notes form an integral part of the consolidated financial statements.
DigitalBridge Group, Inc.
1 unchanged sentence
(In thousands, except per share data)
−Removed: Preferred Stock Common Stock Additional Paid-in Capital Accumulated Deficit Accumulated Other Comprehensive Income Total Stockholders’ Equity Noncontrolling Interests in Investment Entities Noncontrolling Interests in Operating Company Total Equity
+Added: Preferred Stock Common Stock Additional Paid-in Capital Accumulated Deficit Accumulated Other Comprehensive Income (Loss) Total Stockholders’ Equity Noncontrolling Interests in Investment Entities Noncontrolling Interests in Operating Company Total Equity
Balance at December 31, 2021
−Removed: Net loss — — — ( 310,097 ) — ( 310,097 ) ( 500,980 ) ( 40,511 ) ( 851,588 )
−Removed: Other comprehensive loss — — — — ( 79,113 ) ( 79,113 ) ( 80,560 ) ( 8,272 ) ( 167,945 )
−Removed: Redemption of preferred stock (Note 9)
$ 854,232 $ 5,692 $ 7,820,807 $ ( 6,576,180 ) $ 42,383 $ 2,146,934 $ 2,653,173 $ 112,283 $ 4,912,390
+Added: Net income (loss) — — — ( 321,797 ) — ( 321,797 ) ( 189,053 ) ( 32,369 ) ( 543,219 )
+Added: Other comprehensive income (loss) — — — — ( 44,021 ) ( 44,021 ) ( 14,072 ) ( 3,747 ) ( 61,840 )
+Added: Stock repurchases ( 53,877 ) ( 168 ) ( 53,740 ) — — ( 107,785 ) — — ( 107,785 )
+Added: Cost of DataBank recapitalization — — ( 13,122 ) — — ( 13,122 ) ( 21,247 ) — ( 34,369 )
+Added: DataBank recapitalization (Note 9)
+Added: — — 230,238 — — 230,238 ( 230,238 ) — —
Exchange of notes for common stock (Note 7)
— 256 177,562 — — 177,818 — — 177,818
−Removed: Shares issued pursuant to settlement liability (Note 11)
+Added: Adjustment of redeemable noncontrolling interest and warrants to fair value (Note 9)
— — ( 725,026 ) — — ( 725,026 ) — — ( 725,026 )
+Added: Shares issued for redemption of redeemable noncontrolling interest (Note 9)
+Added: — 577 348,182 — — 348,759 — — 348,759
+Added: Transaction costs incurred in connection with redemption of redeemable noncontrolling interest — — ( 7,137 ) — — ( 7,137 ) — — ( 7,137 )
+Added: Reclassification of carried interest allocated to redeemable noncontrolling interest to noncontrolling interest in investment entities (Note 9)
+Added: — — — — — — 4,087 — 4,087
+Added: Assumption of deferred tax asset resulting from redemption of redeemable noncontrolling interest (Note 9)
+Added: — — 5,200 — — 5,200 — — 5,200
Deconsolidation of investment entities (Note 2)
— — — — — — ( 376,177 ) — ( 376,177 )
−Removed: Redemption of OP Units for common stock — 20 4,627 — — 4,647 — ( 4,647 ) —
−Removed: Equity awards issued, net of forfeitures — 66 51,224 — — 51,290 2,841 3,898 58,029
−Removed: Shares canceled for tax withholding on vested equity awards — ( 29 ) ( 19,331 ) — — ( 19,360 ) — — ( 19,360 )
+Added: Redemption of OP Units for class A common stock — 4 337 — — 341 — ( 341 ) —
+Added: Equity-based compensation — 63 39,933 — — 39,996 12,834 2,498 55,328
+Added: Shares canceled for tax withholdings on vested equity awards — ( 27 ) ( 18,212 ) — — ( 18,239 ) — — ( 18,239 )
+Added: Issuance of OP Units in connection with business combinations — — — — — — — — —
+Added: Acquisition from noncontrolling interests — — — — — — ( 32,076 ) — ( 32,076 )
Contributions from noncontrolling interests — — — — — — 2,613,962 — 2,613,962
1 unchanged sentence
Preferred stock dividends — — — ( 61,401 ) — ( 61,401 ) — — ( 61,401 )
+Added: Common stock dividends declared ($ 0.02 per share)
+Added: — — — ( 3,235 ) — ( 3,235 ) — — ( 3,235 )
Reallocation of equity (Notes 2 and 9)
1 unchanged sentence
Balance at December 31, 2022
−Removed: The accompanying notes are an integral part of the consolidated financial statements.
+Added: $ 800,355 $ 6,397 $ 7,818,068 $ ( 6,962,613 ) $ ( 1,509 ) $ 1,660,698 $ 2,743,896 $ 64,895 $ 4,469,489
+Added: The accompanying notes form an integral part of the consolidated financial statements.
DigitalBridge Group, Inc.
3 unchanged sentences
Balance at December 31, 2022
−Removed: Net loss — — — ( 321,797 ) — ( 321,797 ) ( 189,053 ) ( 32,369 ) ( 543,219 )
−Removed: Other comprehensive loss — — — — ( 44,021 ) ( 44,021 ) ( 14,072 ) ( 3,747 ) ( 61,840 )
−Removed: Stock repurchases ( 53,877 ) ( 168 ) ( 53,740 ) — — ( 107,785 ) — — ( 107,785 )
−Removed: Cost of DataBank recapitalization — — ( 13,122 ) — — ( 13,122 ) ( 21,247 ) — ( 34,369 )
−Removed: DataBank recapitalization (Note 10)
$ 800,355 $ 6,397 $ 7,818,068 $ ( 6,962,613 ) $ ( 1,509 ) $ 1,660,698 $ 2,743,896 $ 64,895 $ 4,469,489
−Removed: Exchange of notes for common stock (Note 8)
−Removed: — 256 177,562 — — 177,818 — — 177,818
−Removed: Adjustment of redeemable noncontrolling interest and warrants to fair value (Note 10)
+Added: Net income (loss) — — — 185,280 — 185,280 ( 155,756 ) 9,138 38,662
+Added: Other comprehensive income (loss) — — — — 1,954 1,954 416 227 2,597
+Added: Stock repurchases (Note 8)
( 5,685 ) — 927 — — ( 4,758 ) — — ( 4,758 )
−Removed: Shares issued for redemption of redeemable noncontrolling interest (Note 10)
+Added: Change in common stock par value (Note 8)
— ( 4,862 ) 4,862 — — — — — —
−Removed: Transaction costs incurred in connection with redemption of redeemable noncontrolling interest — — ( 7,137 ) — — ( 7,137 ) — — ( 7,137 )
−Removed: Reclassification of carried interest allocated to redeemable noncontrolling interest to noncontrolling interest in investment entities (Note 10)
+Added: DataBank recapitalization (Note 9)
— — ( 14,791 ) — — ( 14,791 ) 33,001 — 18,210
−Removed: Assumption of deferred tax asset resulting from redemption of redeemable noncontrolling interest (Note 10)
+Added: Vantage SDC expansion capacity funded through equity, net of liability settlement (Note 9)
— — 12,255 — — 12,255 97,307 — 109,562
3 unchanged sentences
Equity-based compensation — 122 53,343 — — 53,465 14,010 164 67,639
−Removed: Shares canceled for tax withholding on vested stock awards — ( 27 ) ( 18,212 ) — — ( 18,239 ) — — ( 18,239 )
−Removed: Acquisition of noncontrolling interest — — — — — — ( 32,076 ) — ( 32,076 )
+Added: Shares canceled for tax withholdings on vested stock awards — ( 26 ) ( 18,654 ) — — ( 18,680 ) — — ( 18,680 )
Contributions from noncontrolling interests — — — — — — 115,781 — 115,781
3 unchanged sentences
— — — ( 6,513 ) — ( 6,513 ) — — ( 6,513 )
−Removed: Reallocation of equity (Notes 2 and 10)
+Added: Reallocation of equity (Note 2 and Note 9)
— — ( 1,149 ) — 1 ( 1,148 ) ( 844 ) 1,992 —
Balance at December 31, 2023
−Removed: The accompanying notes are an integral part of the consolidated financial statements.
+Added: 794,670 1,634 7,855,842 ( 6,842,502 ) 1,411 1,811,055 605,311 74,935 2,491,301
+Added: The accompanying notes form an integral part of the consolidated financial statements.
DigitalBridge Group, Inc.
4 unchanged sentences
Cash Flows from Operating Activities
−Removed: Net loss $ ( 569,997 ) $ ( 816,911 ) $ ( 3,790,410 )
−Removed: Adjustments to reconcile net loss to net cash provided by operating activities:
+Added: Net income (loss) $ 45,165 $ ( 569,997 ) $ ( 816,911 )
+Added: Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Amortization of discount and net origination fees on loans receivable and debt securities — — —
−Removed: Paid-in-kind interest added to loan principal, net of interest received ( 7,144 ) 8,398 ( 38,398 )
+Added: Paid-in-kind interest added to loan principal ( 948 ) ( 7,144 ) 8,398
Straight-line rent income ( 10,286 ) ( 25,488 ) 2,778
1 unchanged sentence
Amortization of deferred financing costs and debt discount and premium, net 21,119 106,410 65,129
−Removed: Equity method (earnings) losses ( 389,584 ) 7,248 463,866
+Added: Unrealized carried interest allocation ( 334,672 ) ( 253,447 ) ( 100,800 )
+Added: Unrealized principal investment income ( 145,448 ) ( 56,731 ) ( 86,023 )
+Added: Other equity method (earnings) losses 15,188 45,489 194,071
Distributions of income from equity method investments 3,776 2,992 3,054
+Added: Impairment of real estate and intangible assets — 35,985 319,263
Allowance for doubtful accounts — — 3,294
−Removed: Impairment of real estate and related intangibles and right-of-use asset 35,985 319,263 1,987,130
−Removed: Goodwill impairment — — 594,000
Depreciation and amortization 485,551 579,250 636,555
Equity-based compensation 67,639 54,710 59,416
−Removed: Unrealized settlement loss — — 3,890
Gain on sales of real estate, net — — ( 49,429 )
Deferred income tax (benefit) expense ( 69 ) 11,572 ( 68,454 )
−Removed: Loss on extinguishment of exchangeable notes 133,173 25,088 —
−Removed: Other loss, net 22,245 60,231 211,967
−Removed: (Increase) decrease in other assets and due from affiliates 35,372 ( 72,700 ) 14,392
−Removed: Increase in accrued and other liabilities and due to affiliates 148,980 67,719 16,763
+Added: (Gain) Loss on debt extinguishment — 133,173 ( 29,099 )
+Added: Other (gain) loss, net ( 101,209 ) 22,245 114,418
Other adjustments, net 162 ( 997 ) ( 7,484 )
−Removed: Net cash provided by operating activities 262,582 248,237 89,893
+Added: (Increase) decrease in other assets and due from affiliates ( 7,058 ) 35,372 ( 72,700 )
+Added: Increase (decrease) in accrued and other liabilities and due to affiliates 193,063 148,980 67,719
+Added: Net cash provided by (used in) operating activities 233,637 262,582 248,237
Cash Flows from Investing Activities
1 unchanged sentence
Return of capital from equity method investments 79,229 59,248 90,205
+Added: Proceeds from sale of equity investments 695,683 522,337 564,025
Acquisition of loans receivable and debt securities — ( 164,815 ) ( 147,498 )
+Added: Proceeds from paydown and maturity of debt securities — 573 1,261
Net disbursements on originated loans — ( 215,918 ) ( 33,272 )
Repayments of loans receivable 6,804 23,956 485,613
−Removed: Proceeds from sales of loans receivable and debt securities, including transfers of warehoused loans 401,002 146,004 46,272
+Added: Proceeds from sales of loans receivable and debt securities — 401,002 146,004
Acquisition of and additions to real estate, related intangibles and leasing commissions ( 653,470 ) ( 2,141,237 ) ( 828,361 )
−Removed: Proceeds from sales of real estate, including transfers of warehoused assets, net of property level cash transferred to buyer 162,268 408,391 431,198
−Removed: Proceeds from paydown and maturity of debt securities 573 1,261 5,721
−Removed: Proceeds from sale of equity investments 522,337 564,025 287,899
+Added: Proceeds from sales of real estate investment holding entities — 162,268 408,391
Investment deposits ( 4,140 ) 630 ( 21,418 )
−Removed: Proceeds from sale of corporate fixed assets — 14,946 —
−Removed: Net receipts on settlement of derivatives 9,352 17,123 27,097
−Removed: Acquisition of DBH, net of cash acquired, and payment of deferred purchase price
+Added: Net receipt (payment) on settlement of derivatives 3,401 9,352 17,123
+Added: Acquisition of InfraBridge, net of cash acquired (Note 3)
( 314,266 ) — —
+Added: Proceeds from sale of fixed assets — — 14,946
+Added: Cash and restricted cash derecognized in deconsolidation of investment entities
+Added: ( 229,183 ) — —
+Added: Proceeds from DataBank recapitalization, net of carried interest distribution
Other investing activities, net — ( 769 ) ( 833 )
−Removed: Net cash (used in) provided by investing activities ( 1,913,408 ) 146,565 ( 1,931,980 )
+Added: Net cash provided by (used in) investing activities ( 979,044 ) ( 1,913,408 ) 146,565
+Added: The accompanying notes form an integral part of the consolidated financial statements.
DigitalBridge Group, Inc.
7 unchanged sentences
Repurchases of common stock — ( 55,006 ) —
−Removed: Debt borrowings 1,162,726 2,439,722 2,907,833
−Removed: Debt repayments ( 514,505 ) ( 1,720,402 ) ( 2,654,999 )
−Removed: Payment of deferred financing costs ( 18,688 ) ( 48,127 ) ( 54,750 )
+Added: Borrowings on corporate debt — 290,000 345,000
+Added: Repayments of corporate debt, including senior notes ( 200,000 ) ( 304,237 ) ( 76,502 )
+Added: Borrowings from investment level debt
+Added: 1,722,443 872,726 2,094,722
+Added: Repayments of investment level debt
+Added: ( 1,199,865 ) ( 210,268 ) ( 1,643,900 )
+Added: Payment of deferred financing costs and prepayment penalties on investment level debt ( 38,029 ) ( 18,688 ) ( 48,127 )
Contributions from noncontrolling interests 116,081 2,625,612 232,144
Distributions to and redemptions of noncontrolling interests ( 163,802 ) ( 2,109,229 ) ( 249,083 )
−Removed: Contribution from Wafra
−Removed: Redemptions/repurchases of preferred stock ( 52,779 ) ( 150,250 ) ( 402,855 )
+Added: Payment of contingent consideration to Wafra
+Added: ( 90,000 ) — —
+Added: Repurchases of preferred stock ( 4,758 ) ( 52,779 ) ( 150,250 )
Shares canceled for tax withholdings on vested equity awards ( 18,680 ) ( 18,239 ) ( 19,360 )
Acquisition of noncontrolling interest — ( 32,076 ) —
−Removed: Other financing activities, net — — ( 3,382 )
−Removed: Net cash provided by financing activities 923,785 411,260 1,373,027
+Added: Net cash provided by (used in) financing activities 58,152 923,785 411,260
Effect of exchange rates on cash, cash equivalents and restricted cash 766 ( 2,465 ) ( 2,825 )
−Removed: Net (decrease) increase in cash, cash equivalents and restricted cash ( 729,506 ) 803,237 ( 461,690 )
+Added: Net increase (decrease) in cash, cash equivalents and restricted cash ( 686,489 ) ( 729,506 ) 803,237
Cash, cash equivalents and restricted cash—beginning of period
5 unchanged sentences
2023 2022 2021
−Removed: Beginning of the period
+Added: Beginning of period
Cash and cash equivalents $ 855,564 $ 1,226,897 $ 703,544
Restricted cash 4,854 7,511 67,772
−Removed: Restricted cash included in assets held for disposition 65,022 191,692 218,834
+Added: Assets of discontinued operations—cash and cash equivalents
+Added: 62,690 375,205 —
+Added: Assets of discontinued operations—restricted cash
+Added: 113,631 156,632 191,692
Total cash, cash equivalents and restricted cash—beginning of period
−Removed: End of the period
+Added: $ 1,036,739 $ 1,766,245 $ 963,008
+Added: End of period
Cash and cash equivalents $ 345,335 $ 855,564 $ 1,226,897
Restricted cash 4,915 4,854 7,511
−Removed: Restricted cash included in assets held for disposition — 65,022 191,692
+Added: Assets of discontinued operations—cash and cash equivalents
+Added: — 62,690 375,205
+Added: Assets of discontinued operations—restricted cash
+Added: — 113,631 156,632
Total cash, cash equivalents and restricted cash—end of period
−Removed: The accompanying notes are an integral part of the consolidated financial statements.
+Added: $ 350,250 $ 1,036,739 $ 1,766,245
+Added: The accompanying notes form an integral part of the consolidated financial statements.
+Added: Supplemental Disclosure of Cash Flow Information
+Added: Year Ended December 31,
+Added: (In thousands) 2023 2022 2021
+Added: Supplemental Disclosure of Cash Flow Information
+Added: Cash paid for interest, net of amounts capitalized of $ 5,433 , $ 3,206 and $ 1,567
+Added: $ 179,071 $ 219,851 $ 444,365
+Added: Cash received (paid) for income taxes 57 11,747 5,927
+Added: Operating lease payments for corporate offices
+Added: 9,096 9,651 10,358
+Added: Operating lease payments for TowerCo
+Added: Supplemental Disclosure of Cash Flows from Discontinued Operations
+Added: Net cash provided by (used in) operating activities of discontinued operations $ 233,903 $ 300,482 $ 375,250
+Added: Net cash provided by (used in) investing activities of discontinued operations ( 600,050 ) ( 1,377,005 ) 336,102
+Added: Supplemental Disclosure of Noncash Investing and Financing Activities
+Added: Dividends and distributions payable $ 16,477 $ 16,491 $ 15,759
+Added: Receivables from asset sales 662 16,824 14,045
+Added: Contingent consideration for acquisition of InfraBridge 10,874 — —
+Added: Redemption of OP Units for common stock 984 341 4,647
+Added: Redemption of redeemable noncontrolling interest for common stock — 348,759 —
+Added: Exchange of notes into shares of Class A common stock — 60,317 161,261
+Added: Debt assumed by buyer in sale of real estate — — 44,148
+Added: Seller note received in sale of NRF Holdco equity (Note 2)
+Added: Loan receivable relieved in exchange for equity investment acquired — 20,676 —
+Added: Vantage SDC capacity funded through equity, net of liability settlement (Note 9)
+Added: Operating lease ROU assets and lease liabilities established for corporate offices
+Added: 15,314 5,837 421
+Added: Assets of investment entities disposed of in sale of equity and/or deconsolidated (1)
+Added: 8,659,140 4,689,188 5,614,465
+Added: Liabilities of investment entities disposed of in sale of equity and/or deconsolidated (1)
+Added: 5,941,332 3,948,016 4,291,557
+Added: Assets of investment entities deconsolidated (1)
+Added: Liabilities of investment entities deconsolidated (1)
+Added: Noncontrolling interests of investment entities disposed of in sale of equity and/or deconsolidated (1)
+Added: 2,398,693 415,098 1,080,134
+Added: (1) Represents deconsolidation of Vantage SDC and DataBank in 2023, sale of Wellness Infrastructure business in 2022, and sale of non-digital investment portfolio and hospitality business in 2021 (Notes 9 and 2)
+Added: The accompanying notes form an integral part of the consolidated financial statements.
DigitalBridge Group, Inc.
2 unchanged sentences
Business and Organization
−Removed: DigitalBridge Group, Inc., or DBRG, (together with its consolidated subsidiaries, the "Company") is a leading global digital infrastructure investment manager.
+Added: DigitalBridge Group, Inc.
+Added: ("DBRG," and together with its consolidated subsidiaries, the "Company") is a leading global digital infrastructure investment manager.
The Company deploys and manages capital on behalf of its investors and shareholders across the digital infrastructure ecosystem, including data centers, cell towers, fiber networks, small cells, and edge infrastructure.
−Removed: The Company's investment management platform is anchored by its flagship value-add digital infrastructure equity offerings, and has expanded to include offerings in core equity, credit and liquid securities.
−Removed: In February 2023, the Company further expanded its investment offerings to encompass InfraBridge, a newly-acquired mid-market global infrastructure equity platform, which operates as a separate division of DBRG (Note 3).
+Added: The Company's investment management platform is anchored by its flagship value-add digital infrastructure equity offerings, and has expanded to include offerings in core equity, credit, liquid securities, and mid-market global infrastructure equity through InfraBridge (Note 3).
+Added: On December 31, 2023, t he Operating segment was discontinued following full deconsolidation of the portfolio companies in the Operating segment , as discussed in Note 9, at which time, the activities thereof qualified as discontinued operations (Note 2).
+Added: All prior periods presented have been reclassified to conform to current period presentation as discontinued operations.
+Added: The Company operates as a taxable C Corporation commencing with the taxable year ended December 31, 2022.
The Company conducts all of its activities and holds substantially all of its assets and liabilities through its operating subsidiary, DigitalBridge Operating Company, LLC (the "Operating Company" or the "OP") .
1 unchanged sentence
The remaining 7 % is owned primarily by certain current and former employees of the Company as noncontrolling interests.
−Removed: Transition to Taxable C Corporation
−Removed: Following the completion of the Company's business transformation in the first quarter of 2022 (as described below) and due to the pace of growth of its investment management business and other strategic transactions that it may pursue, the Company’s Board of Directors and management agreed to discontinue actions necessary to maintain qualification as a real estate investment trust ("REIT") for 2022.
−Removed: Commencing with the taxable year ended December 31, 2022, all of the Company’s taxable income, except for income generated by subsidiaries that have elected or anticipate electing REIT status, is subject to U.S.
−Removed: federal and state income tax at the applicable corporate tax rate.
−Removed: Dividends paid to stockholders are no longer tax deductible.
−Removed: The Company is also no longer subject to the REIT requirement for distributions to stockholders when the Company has taxable income.
−Removed: The Company anticipates that operating as a taxable C Corporation will provide the Company with flexibility to execute various strategic initiatives without the constraints of complying with REIT requirements.
−Removed: This includes retaining and reinvesting earnings in other new initiatives in the investment management business.
−Removed: The Company’s transition to a taxable C Corporation is not expected to result in significant incremental current income tax expense in the near term due to the availability of significant capital loss and net operating loss (“NOL”) carryforwards.
−Removed: Furthermore, earnings from the Company's investment management business, which is conducted through its previously designated taxable REIT subsidiaries ("TRS"), remain the primary source of income subject to U.S.
−Removed: federal and state income tax.
−Removed: See Note 17 for additional information.
−Removed: Business Transformation
−Removed: In February 2022, the Company completed the disposition of substantially all of its non-digital assets.
−Removed: This marked the completion of the Company's transformation from a REIT and investment manager in traditional real estate into an investment manager focused primarily on digital infrastructure.
−Removed: The disposition of its hotel portfolio (March 2021), Other Equity and Debt ("OED") investments and non-digital investment management ("Other IM") business (December 2021), and Wellness Infrastructure portfolio (February 2022) each represented a strategic shift in the Company's business that had a significant effect on the Company’s operations and financial results, and accordingly, had met the criteria as discontinued operations.
−Removed: For all current and prior periods presented, the related assets and liabilities, to the extent they have not been disposed at the respective balance sheet dates, are presented as assets and liabilities held for disposition on the consolidated balance sheets (Note 21), and the related operating results are presented as discontinued operations on the consolidated statements of operations (Note 22).
Summary of Significant Accounting Policies
4 unchanged sentences
The portions of equity, net income and other comprehensive income of consolidated subsidiaries that are not attributable to the parent are presented separately as amounts attributable to noncontrolling interests in the consolidated financial statements.
−Removed: Noncontrolling interests represents predominantly the majority ownership held by third party investors in the Company's Operating segment, carried interest allocation to certain senior executives of the Company (Note 16), and membership interests in OP held by certain current and former employees of the Company.
−Removed: To the extent the Company consolidates a subsidiary that is subject to industry-specific guidance such as investment company accounting applied by the Company's consolidated sponsored funds, the Company retains the industry-specific guidance applied by that subsidiary in its consolidated financial statements.
+Added: Noncontrolling interests represents predominantly the majority ownership held by third party investors in the Company's former Operating segment, carried interest allocation to certain senior executives of the Company (Note 16), and membership interests in OP held by certain current and former employees of the Company.
+Added: To the extent the Company consolidates a subsidiary that is subject to industry-specific guidance such as investment company accounting applied by the Company's consolidated funds, the Company retains the industry-specific guidance applied by that subsidiary in its consolidated financial statements.
Use of Estimates
7 unchanged sentences
A VIE is consolidated by its primary beneficiary, which is defined as the party who has a controlling financial interest in the VIE through (a) power to direct the activities of the VIE that most significantly affect the VIE’s economic performance, and (b) obligation to absorb losses or right to receive benefits of the VIE that could be significant to the VIE.
−Removed: This assessment may involve subjectivity in the determination of which activities most significantly affect the VIE’s performance, and estimates about current and future fair value of the assets held by the VIE and financial performance of the VIE.
+Added: This assessment may involve subjectivity in the determination of which activities most significantly affect the VIE’s performance, and estimates about current and
+Added: future fair value of the assets held by the VIE and financial performance of the VIE.
In assessing its interests in the VIE, the Company also considers interests held by its related parties, including de facto agents.
13 unchanged sentences
However, if the consolidation represents an asset acquisition of a voting interest entity, the Company's existing interest in the acquired assets, if any, is not remeasured to fair value but continues to be carried at historical cost.
−Removed: The Company may also deconsolidate a subsidiary as a result of this reassessment, which may result in a gain or loss recognized upon
−Removed: deconsolidation depending on the carrying values of deconsolidated assets and liabilities compared to the fair value of any interests retained.
+Added: The Company may also deconsolidate a subsidiary as a result of this reassessment, which may result in a gain or loss recognized upon deconsolidation depending on the carrying values of deconsolidated assets and liabilities compared to the fair value of any interests retained.
Noncontrolling Interests
5 unchanged sentences
Such adjustments will be recognized in additional paid-in capital.
−Removed: The redeemable noncontrolling interests in the Company's investment management business was redeemed in May 2022 (Note 10).
−Removed: Noncontrolling Interests in Investment Entities —This represents predominantly the majority ownership held by third party investors in the Company's Operating segment and carried interest allocation to certain senior executives of the Company (Note 16).
+Added: Prior to full redemption in May 2022, there was also redeemable noncontrolling interests in the Company's investment management business, as discussed in Note 9.
+Added: Noncontrolling Interests in Investment Entities —This represents predominantly carried interest allocation to certain senior executives of the Company (Note 16).
Excluding carried interests, allocation of net income or loss is generally based upon relative ownership interests.
5 unchanged sentences
Assets and liabilities denominated in a foreign currency for which the functional currency is a foreign currency are translated using the exchange rate in effect at the balance sheet date and the corresponding results of operations for such entities are translated using the average exchange rate in effect during the period.
−Removed: The resulting foreign currency translation adjustments are recorded as a component of accumulated other comprehensive income or loss in stockholders’ equity.
−Removed: Upon sale, complete or substantially complete liquidation of a foreign subsidiary, or upon partial sale of a foreign equity method investment, the translation adjustment associated with the investment, or a proportionate share related to the portion of equity method investment sold, is reclassified from accumulated other comprehensive income or loss into earnings.
+Added: The resulting foreign currency
+Added: translation adjustments are recorded as a component of accumulated other comprehensive income or loss in stockholders’ equity.
+Added: Upon sale, complete or substantially complete liquidation of a foreign subsidiary, or upon partial sale of a foreign equity method investment, the translation adjustment associated with the foreign subsidiary or investment, or a proportionate share related to the portion of equity method investment sold, is reclassified from accumulated other comprehensive income or loss into earnings.
Financial assets and liabilities denominated in a foreign currency for which the functional currency is the U.S.
16 unchanged sentences
The election is irrevocable unless a new election event occurs.
−Removed: The Company has elected to account for all of its loans receivable and certain equity method investments at fair value.
+Added: The Company has elected fair value option to account for certain equity method investments and loans receivable.
Business Combinations
4 unchanged sentences
To qualify as a business without outputs, the acquired assets would require an organized workforce with the necessary skills, knowledge and experience to perform a substantive process.
−Removed: Asset Acquisitions —For acquisitions that are not deemed to be businesses, the assets acquired are recognized based on their cost to the Company as the acquirer and no gain or loss is recognized.
−Removed: The cost of assets acquired in a group is allocated to individual assets within the group based on their relative fair values and does not give rise to goodwill.
−Removed: Transaction costs related to acquisition of assets are included in the cost basis of the assets acquired.
Business Combinations —The Company accounts for acquisitions that qualify as business combinations by applying the acquisition method.
1 unchanged sentence
The identifiable assets acquired, liabilities assumed and noncontrolling interests in an acquired entity are recognized and measured at their estimated fair values, except as discussed below.
−Removed: The excess of the consideration transferred over the value of identifiable assets acquired, liabilities assumed and noncontrolling interests in an acquired entity, net of fair value of any previously held interest in the acquired entity, is recorded as goodwill.
+Added: of the consideration transferred over the value of identifiable assets acquired, liabilities assumed and noncontrolling interests in an acquired entity, net of fair value of any previously held interest in the acquired entity, is recorded as goodwill.
Such valuations require management to make significant estimates and assumptions.
1 unchanged sentence
Instead, the Company determines the value of these revenue contracts as if it had originated the acquired contracts by evaluating the associated performance obligations, transaction price and relative stand-alone selling price at the original contract inception date or subsequent modification dates.
+Added: The estimated fair values and allocation of consideration are subject to adjustments during the measurement period, not to exceed one year, based upon new information obtained about facts and circumstances that existed at time of acquisition.
Contingent Consideration —Contingent consideration is classified as a liability or equity, as applicable.
−Removed: Contingent consideration in connection with the acquisition of a business or a VIE is measured at fair value on acquisition date, and unless classified as equity, is remeasured at fair value each reporting period thereafter until the consideration is settled, with changes in fair value included in net income.
−Removed: Contingent consideration in connection with the acquisition of assets (and that is not a VIE) is generally recognized when the liability is considered both probable and reasonably estimable, as part of the basis of the acquired assets .
−Removed: Discontinued Operations
−Removed: If the disposition of a component, being an operating or reportable segment, business unit, subsidiary or asset group, represents a strategic shift that has or will have a major effect on the Company’s operations and financial results, the operating profits or losses of the component when classified as held for sale, and the gain or loss upon disposition of the component, are presented as discontinued operations in the statements of operations.
−Removed: A business or asset group acquired in connection with a business combination that meets the criteria to be accounted for as held for sale at the date of acquisition is reported as discontinued operations, regardless of whether it meets the strategic shift criterion.
−Removed: The disposition of (i) NRF Holdco, LLC ("NRF Holdco"), a former subsidiary of the Company that held the Wellness Infrastructure business, in February 2022, (ii) a substantial majority of the OED investments and Other IM business in December 2021, (iii) the hotel business, composed of the Hospitality segment and the THL Hotel Portfolio in March 2021, and (iv) the bulk and light industrial portfolios in December 2020 and December 2019, respectively, all represent strategic shifts that have or are expected to have major effects on the Company’s operations and financial results, and have met the criteria as discontinued operations as of June 2021, March 2021, September 2020, and June 2019, respectively.
−Removed: Accordingly, for all prior periods presented, the related assets and liabilities are presented as assets and liabilities held for disposition on the consolidated balance sheets (Note 21) and the related operating results are presented as income (loss) from discontinued operations on the consolidated statements of operations (Note 22).
−Removed: Discontinued operations in prior periods include investments in the respective segments that have been disposed or otherwise resolved in those periods.
+Added: Contingent consideration in connection with the acquisition of a business or a VIE is measured at fair value on acquisition date, and unless classified as equity, is remeasured at fair value each reporting period thereafter until the consideration is settled, with changes in fair value included in earnings.
Cash and Cash Equivalents
1 unchanged sentence
The Company's cash and cash equivalents are held with major financial institutions and may at times exceed federally insured limits.
−Removed: Also included are unrestricted cash held by subsidiaries in third party accounts that have the general characteristics of demand deposits.
Restricted Cash
−Removed: Restricted cash consists primarily of cash reserves maintained pursuant to the governing agreements of the various securitized debt of the Company and its subsidiaries.
−Removed: Real Estate Assets
−Removed: Real Estate Acquisitions
−Removed: Real estate acquisitions are recorded at the fair values of the acquired components at the time of acquisition, allocated among land, building, site and building improvements, infrastructure, equipment, lease-related tangible and intangible assets and liabilities, such as tenant improvements, deferred leasing costs, in-place lease values, above- and below-market lease values, and tenant relationships.
−Removed: The estimated fair value of acquired land is derived from recent comparable sales of land and listings within the same local region based on available market data.
−Removed: The estimated fair value of acquired buildings and building improvements is derived from comparable sales, discounted cash flow analysis using market-based assumptions, or replacement cost for a similar property, as appropriate.
−Removed: The fair value of site and tenant improvements and infrastructure assets are estimated based upon current market replacement costs and other relevant market rate information.
−Removed: Real Estate Held for Investment
−Removed: Real estate held for investment are carried at cost less accumulated depreciation.
−Removed: Costs Capitalized or Expensed— Expenditures for ordinary repairs and maintenance are expensed as incurred, while expenditures for significant renovations that improve or extend the useful life of the asset are capitalized and depreciated over their estimated useful lives.
−Removed: Depreciation— Real estate held for investment, other than land, are depreciated on a straight-line basis over the estimated useful lives of the assets, as follows:
−Removed: Real Estate Assets Term
−Removed: Site improvements 5 to 40 years
−Removed: Building 5 to 50 years
−Removed: Building improvements 5 to 40 years
−Removed: Tenant improvements Lesser of useful life or remaining term of lease
−Removed: Data center infrastructure 5 to 30 years
−Removed: Furniture, fixtures and equipment 1 to 8 years
−Removed: Impairment —The Company evaluates its real estate held for investment for impairment periodically or whenever events or changes in circumstances indicate that the carrying amounts may not be recoverable.
−Removed: The Company evaluates real estate for impairment generally on an individual property basis.
−Removed: If an impairment indicator exists, the Company evaluates the undiscounted future net cash flows that are expected to be generated by the property, including any estimated proceeds from the eventual disposition of the property.
−Removed: If multiple outcomes are under consideration, the Company may apply either a probability-weighted cash flows approach or the single-most-likely estimate of cash flows approach, whichever is more appropriate under the circumstances.
−Removed: Based upon the analysis, if the carrying value of a property exceeds its undiscounted future net cash flows, an impairment loss is recognized for the excess of the carrying value of the property over the estimated fair value of the property.
−Removed: In evaluating and/or measuring impairment, the Company considers, among other things, current and estimated future cash flows associated with each property for the duration of the estimated hold period of each property, market information for each sub-market, including, where applicable, competition levels, foreclosure levels, leasing trends, occupancy trends, lease or room rates, and the market prices of similar properties recently sold or currently being offered for sale, expected capitalization rates at exit, and other quantitative and qualitative factors.
−Removed: Another key consideration in this assessment is the Company's assumptions about the highest and best use of its real estate investments and its intent and ability to hold them for a reasonable period that would allow for the recovery of their carrying values.
−Removed: If such assumptions change and the Company shortens its expected hold period, this may result in the recognition of impairment losses.
−Removed: Real Estate Held for Disposition
−Removed: Real estate is classified as held for disposition in the period when (i) management approves a plan to sell the asset, (ii) the asset is available for immediate sale in its present condition, subject only to usual and customary terms, (iii) a program is initiated to locate a buyer and actively market the asset for sale at a reasonable price, and (iv) completion of the sale is probable within one year.
−Removed: Real estate held for disposition is stated at the lower of its carrying amount or estimated fair value less disposal cost, with any write-down to fair value less disposal cost recorded as an impairment loss.
−Removed: For any increase in fair value less disposal cost subsequent to classification as held for disposition, the impairment loss may be reversed, but only up to the amount of cumulative loss previously recognized.
−Removed: Depreciation is not recorded on assets classified as held for disposition.
−Removed: At the time a sale is consummated, the excess, if any, of sale price less selling costs over carrying value of the real estate is recognized as a gain.
−Removed: If circumstances arise that were previously considered unlikely and, as a result, the Company decides not to sell the real estate asset previously classified as held for disposition, the real estate asset is reclassified as held for investment.
−Removed: Upon reclassification, the real estate asset is measured at the lower of (i) its carrying amount prior to classification as held for disposition, adjusted for depreciation expense that would have been recognized had the real estate been continuously classified as held for investment, or (ii) its estimated fair value at the time the Company decides not to sell.
−Removed: Foreclosed Properties
−Removed: The Company may receive foreclosed properties in full or partial settlement of loans receivable by taking legal title or physical possession of the properties.
−Removed: Foreclosed properties are generally recognized at the time the real estate is received at foreclosure sale or upon execution of a deed in lieu of foreclosure.
−Removed: Foreclosed properties are initially measured at fair value.
−Removed: If the fair value of the property is lower than the carrying value of the loan, the difference is recognized as provision for loan loss and the cumulative loss allowance on the loan is charged off.
−Removed: The Company periodically evaluates foreclosed properties for subsequent decrease in fair value which is recorded as additional impairment loss.
−Removed: Fair value of foreclosed properties is generally based on third party appraisals, broker price opinions, comparable sales or a combination thereof.
+Added: Restricted cash consists primarily of cash reserves maintained pursuant to the governing agreement of the securitized debt of the Company and prior to December 31, 2023, securitized debt of portfolio companies in the Operating segment.
Equity Investments
6 unchanged sentences
Dividend income is recognized on the ex-dividend date and is included in other income.
−Removed: Fair value changes of equity method investments under the fair value option are recorded in earnings (losses) from equity method investments.
+Added: The Company's share of earnings (losses) from equity method investments in its sponsored funds and fair value changes of equity method investments under the fair value option are recorded in principal investment income (loss).
Fair value changes of other equity investments, including adjustments for observable price changes under the measurement alternative, are recorded in other gain (loss).
−Removed: Equity Method Investments
−Removed: The Company accounts for investments under the equity method of accounting if it has the ability to exercise significant influence over the operating and financial policies of an entity, but does not have a controlling financial interest.
+Added: Equity Method Investments —The Company accounts for investments under the equity method of accounting if it has the ability to exercise significant influence over the operating and financial policies of an entity, but does not have a controlling financial interest.
The equity method investment is initially recorded at cost and adjusted each period for capital contributions, distributions and the Company's share of the entity’s net income or loss as well as other comprehensive income or loss.
The Company's share of net income or loss may differ from the stated ownership percentage interest in an entity if the governing documents prescribe a substantive non-proportionate earnings allocation formula or a preferred return to certain investors.
−Removed: For certain equity method investments, the Company records its proportionate share of income on a one to three month lag.
+Added: For certain equity method investments, the Company may record its proportionate share of income (loss) on a one to three month lag.
Distributions of operating profits from equity method investments are reported as operating activities, while distributions in excess of operating profits are reported as investing activities in the statement of cash flows under the cumulative earnings approach.
1 unchanged sentence
The Company recognizes earnings based on its proportionate share of results from these investment vehicles and a disproportionate allocation of returns based on the extent to which cumulative performance exceeds minimum return hurdles pursuant to terms of their respective governing agreements (“carried interests”).
−Removed: Carried interest generally arises when appreciation in value of the underlying investments of the fund exceeds the minimum return hurdles, after factoring in a return of invested capital and a return of certain costs of the fund pursuant to terms of the governing documents of the fund.
−Removed: The amount of carried interest recognized is based upon the cumulative performance of the fund if it were liquidated as of the reporting date.
−Removed: Unrealized carried interest is driven primarily by changes in fair value of the underlying investments of the fund, which could be affected by various factors, including but not limited to the financial performance of the portfolio company, economic conditions, foreign exchange rates, comparable transactions in the market, and equity prices for publicly traded securities.
−Removed: Unrealized carried interest may be subject to reversal until such time it is realized.
−Removed: Realization of carried interest occurs upon disposition of all underlying investments of the fund, or in part with each disposition.
−Removed: Generally, carried interest is distributed upon profitable disposition of an investment if at the time of distribution, cumulative returns of the fund exceed minimum return hurdles.
−Removed: Depending on the final realized value of all investments at the end of the life of a fund (and, with respect to certain funds, periodically during the life of the fund), if it is determined that cumulative carried interest distributions have exceeded the final carried interest amount earned (or amount earned as of the calculation date), the Company is obligated to return the excess carried interest received.
−Removed: Therefore, carried interest distributions may be subject to clawback if decline in investment values results in cumulative performance of the fund falling below minimum return hurdles in the interim period.
−Removed: If it is determined that the Company has a clawback obligation, a liability would be established based upon a hypothetical liquidation of the net assets of the fund at reporting date.
−Removed: The actual determination and required payment of any clawback obligation would generally occur after final disposition of the investments of the fund or otherwise as set forth in the governing documents of the fund.
−Removed: Evaluation of impairment applies to equity method investments and equity investments under the measurement alternative.
+Added: Carried interest is discussed further in Note 4.
+Added: Impairment —Evaluation of impairment applies to equity method investments for which fair value option has not been elected and equity investments under the measurement alternative.
If indicators of impairment exist, the Company will first estimate the fair value of its investment.
−Removed: In assessing fair value, the Company generally considers, among others, the estimated enterprise value of the investee or fair value of the investee's underlying net assets, including net cash flows to be generated by the investee as applicable, and for equity
−Removed: method investees with publicly traded equity, the traded price of the equity securities in an active market.
+Added: In assessing fair value, the Company generally considers, among others, the estimated enterprise value of the investee or fair value of the investee's underlying net assets, including net cash flows to be generated by the investee as applicable, and for equity method investees with publicly traded equity, the traded price of the equity securities in an active market.
For investments under the measurement alternative, if carrying value of the investment exceeds its fair value, an impairment is deemed to have occurred.
For equity method investments, further consideration is made if a decrease in value of the investment is other-than-temporary to determine if impairment loss should be recognized.
−Removed: Assessment of other-than-temporary impairment ("OTTI") involves management judgment, including, but not limited to, consideration of the investee’s financial condition, operating results, business prospects and creditworthiness, the Company's ability and intent to hold the investment until recovery of its carrying value, or a significant and prolonged decline in traded price of the investee’s equity security.
+Added: Assessment of other-than-temporary impairment involves management judgment, including, but not limited to, consideration of the investee’s financial condition, operating results, business prospects and creditworthiness, the Company's ability and intent to hold the investment until recovery of its carrying value, or a significant and prolonged decline in traded price of the investee’s equity security.
If management is unable to reasonably assert that an impairment is temporary or believes that the Company may not fully recover the carrying value of its investment, then the impairment is considered to be other-than-temporary.
1 unchanged sentence
Impairment loss is recorded in equity method earnings for equity method investments and in other gain (loss) for investments under the measurement alternative.
−Removed: Loans Receivable
−Removed: Loans that the Company has the intent and ability to hold for the foreseeable future are classified as held for investment.
−Removed: Loans that the Company intends to sell or liquidate in the foreseeable future are classified as held for disposition.
−Removed: Interest income is recognized based upon contractual interest rate and unpaid principal balance of the loans.
−Removed: Loans that are past due 90 days or more as to principal or interest, or where reasonable doubt exists as to timely collection, are generally considered nonperforming, with reversal of interest income and suspension of interest income recognition.
−Removed: Recognition of interest income may be restored when all principal and interest are current and full repayment of the remaining contractual principal and interest are reasonably assured.
−Removed: The Company has elected the fair value option for all loans receivable.
−Removed: Loan fair values are generally determined either:
−Removed: by comparing the current yield to the estimated yield of newly originated loans with similar credit risk or the market yield at which a third party might expect to purchase such investment;
−Removed: or based upon discounted cash flow projections of principal and interest expected to be collected, which projections include, but are not limited to, consideration of the financial standing of the borrower or sponsor as well as operating results and/or value of the underlying collateral.
−Removed: For loans that are nonperforming where recognition of interest income is suspended, any interest subsequently collected is recognized on a cash basis by crediting income when received.
−Removed: Origination and other fees charged to the borrower are recognized immediately as interest income when earned.
−Removed: Costs to originate or purchase loans are expensed as incurred.
Debt Securities
2 unchanged sentences
Upon disposition of AFS debt securities, the cumulative gains or losses in other comprehensive income (loss) that are realized are recognized in other gain (loss), net, on the statement of operations based on specific identification.
−Removed: Interest Income —Interest income from debt securities, including stated coupon interest payments and amortization of purchase premiums or discounts, is recognized using the effective interest method over the expected lives of the debt securities.
+Added: Interest Income —Interest income from debt securities, including stated coupon interest payments and amortization of purchase premiums or discounts, is recognized using the effective interest method over the expected life of the debt securities.
For beneficial interests in debt securities that are not of high credit quality (generally credit rating below AA) or that can be contractually settled such that the Company would not recover substantially all of its recorded investment, interest income is recognized as the accretable yield over the life of the securities using the effective yield method.
9 unchanged sentences
In assessing impairment and estimating future expected cash flows, factors considered include, but are not limited to, credit rating of the security, financial condition of the issuer, defaults for similar securities, performance and value of assets underlying an asset-backed security.
+Added: Loans Receivable
+Added: Loans that the Company has the intent and ability to hold for the foreseeable future are classified as held for investment.
+Added: Loans that the Company intends to sell or liquidate in the foreseeable future are classified as held for disposition.
+Added: Interest income is recognized based upon contractual interest rate and unpaid principal balance of the loans.
+Added: Loans that are past due 90 days or more as to principal or interest, or where reasonable doubt exists as to timely collection, are generally considered nonperforming, with reversal of interest income and suspension of interest income recognition.
+Added: Recognition of interest income may be restored when all principal and interest are current and full repayment of the remaining contractual principal and interest are reasonably assured.
+Added: The Company had elected the fair value option for all loans receivable.
+Added: Loan fair values are generally determined either:
+Added: by comparing the current yield to the estimated yield of newly originated loans with similar credit risk or the market yield at which a third party might expect to purchase such investment;
+Added: or based upon discounted cash flow projections of principal and interest expected to be collected, which projections include, but are not limited to, consideration of the financial standing of the borrower or sponsor as well as operating results and/or value of the underlying collateral.
+Added: For loans that are nonperforming where recognition of interest income is suspended, any interest subsequently collected is recognized on a cash basis by crediting income when received.
+Added: Origination and other fees charged to the borrower are recognized immediately as interest income when earned.
+Added: Costs to originate or purchase loans are expensed as incurred.
+Added: Goodwill is an unidentifiable intangible asset and is recognized as a residual, generally measured as the excess of consideration transferred in a business combination over the identifiable assets acquired, liabilities assumed and noncontrolling interests in the acquiree.
+Added: Goodwill is assigned to reporting units that are expected to benefit from the synergies of the business combination.
+Added: Goodwill is tested for impairment at the reporting units to which it is assigned at least on an annual basis in the fourth quarter of each year, or more frequently if events or changes in circumstances occur that would more likely than not reduce the fair value of a reporting unit below its carrying value, including goodwill.
+Added: The assessment of goodwill for impairment may initially be performed based on qualitative factors to determine if it is more likely than not that the fair value of the reporting unit to which the goodwill is assigned is less than its carrying value, including goodwill.
+Added: If so, a quantitative assessment is performed to identify both the existence of impairment and the amount of impairment loss.
+Added: The Company may bypass the qualitative assessment and proceed directly to performing a quantitative assessment to compare the fair value of a reporting unit with its carrying value, including goodwill.
+Added: Impairment is measured as the excess of carrying value over fair value of the reporting unit, with the loss recognized limited to the amount of goodwill assigned to that reporting unit.
+Added: An impairment establishes a new basis for goodwill and any impairment loss recognized is not subject to subsequent reversal.
+Added: Goodwill impairment tests require judgment, including identification of reporting units, assignment of assets and liabilities to reporting units, assignment of goodwill to reporting units, and determination of the fair value of each reporting unit.
Identifiable Intangibles
5 unchanged sentences
The Company's identifiable intangible assets are generally valued under the income approach, using an estimate of future net cash flows, discounted based upon risk-adjusted returns for similar underlying assets.
−Removed: Lease-Related Intangibles —Identifiable intangibles recognized in acquisitions of operating real estate include in-place leases, deferred leasing costs, above- or below-market leases, and tenant relationships.
−Removed: In-place leases generate value over and above the tangible real estate because a property that is occupied with leased space is typically worth more than a vacant building without a lease contract in place.
−Removed: Acquired in-place leases are valued as the forgone rental income had the property been acquired in an as if vacant state, using market data on comparable and recently signed leases.
−Removed: Deferred leasing costs represent leasing commissions and legal fees that would otherwise have been incurred if a lease was not in-place.
−Removed: Acquired in-place leases and deferred leasing costs are amortized on a straight-line basis to depreciation and amortization expense over the remaining term of the applicable leases.
−Removed: If an in-place lease is terminated, the unamortized portion is charged to depreciation and amortization expense.
−Removed: The value of the above- or below-market component of acquired leases represents the difference between contractual rents of acquired leases and market rents at the time of the acquisition for the remaining lease term.
−Removed: Above- or below-market operating lease values are amortized on a straight-line basis as a decrease or increase to rental income, respectively, over the applicable lease terms.
−Removed: This includes fixed rate renewal options in acquired leases that are assumed to be renewed if below market, which are amortized to increase rental income over the renewal period.
−Removed: Tenant relationships represent the estimated net cash flows attributable to the likelihood of lease renewal by an existing tenant relative to the cost of obtaining a new lease, taking into consideration the time it would take to execute a new lease or backfill a vacant space.
−Removed: Tenant relationships are amortized on a straight-line basis to depreciation and amortization expense over its estimated useful life.
−Removed: Investment Management Intangibles —Identifiable intangibles recognized in acquisition of an investment management business generally include management contracts, which represent contractual rights to future fee income from in-place management contracts that is amortized based upon expected cash flows over the remaining term of the contracts;
−Removed: and investor relationships, which represent potential fee income generated from future reinvestment by existing investors that is amortized on a straight-line basis over its estimated useful life.
−Removed: Other Intangible Assets —In addition to leasing activities, data center operators provide various data center services to their customers, largely in the colocation business, which give rise to customer service contract and customer relationship intangible assets in an acquisition of operating data centers.
−Removed: Customer service contracts are valued based upon an estimate of net cash flows from providing data center services that would have been forgone if these service contracts were not in place, taking into consideration the time it would take to execute a new contract.
−Removed: Customer service contracts are amortized on a straight-line basis over the remaining term of the respective contracts, and if the service contract is terminated, the remaining unamortized balance is charged off.
−Removed: Customer relationships represent incremental
−Removed: net cash flows to the business that is attributable to these in-place relationships, and is amortized on a straight-line basis over its estimated useful life.
−Removed: Trade names are recognized as a separate identifiable intangible asset to the extent the Company intends to continue using the trade name post-acquisition.
+Added: Identifiable intangibles recognized in acquisition of an investment management business generally include management contracts, which represent contractual rights to future fee revenue from in-place management contracts that
+Added: are amortized based upon expected cash flows over the remaining term of the contracts;
+Added: and investor relationships, which represent potential fee revenue generated from future reinvestment by existing investors that is amortized on a straight-line basis over its estimated useful life.
+Added: Other intangible assets include trade names, which are recognized as a separate identifiable intangible asset to the extent the Company intends to continue using the trade name post-acquisition.
Trade names are valued as the savings from royalty fees that would have otherwise been incurred.
4 unchanged sentences
An impairment establishes a new basis for the intangible asset and any impairment loss recognized is not subject to subsequent reversal.
−Removed: Impairment analysis on lease intangible assets is performed in connection with the impairment assessment of the related real estate.
−Removed: In evaluating investment management intangibles for impairment, such as management contracts and investor relationships, the Company considers various factors that may affect future fee income, including but not limited to, changes in fee basis, amendments to contractual fee terms, and projected capital raising for future investment vehicles.
+Added: In evaluating investment management intangibles for impairment, such as management contracts and investor relationships, the Company considers various factors that may affect future fee revenue, including but not limited to, changes in fee basis, amendments to contractual fee terms, and projected capital raising for future investment vehicles.
Indefinite life trade names are impaired if the Company determines that it no longer intends to use the trade name.
−Removed: Goodwill is an unidentifiable intangible asset and is recognized as a residual, generally measured as the excess of consideration transferred in a business combination over the identifiable assets acquired, liabilities assumed and noncontrolling interests in the acquiree.
−Removed: Goodwill is assigned to reporting units that are expected to benefit from the synergies of the business combination.
−Removed: Goodwill is tested for impairment at the reporting units to which it is assigned at least on an annual basis in the fourth quarter of each year, or more frequently if events or changes in circumstances occur that would more likely than not reduce the fair value of a reporting unit below its carrying value, including goodwill.
−Removed: The assessment of goodwill for impairment may initially be performed based on qualitative factors to determine if it is more likely than not that the fair value of the reporting unit to which the goodwill is assigned is less than its carrying value, including goodwill.
−Removed: If so, a quantitative assessment is performed to identify both the existence of impairment and the amount of impairment loss.
−Removed: The Company may bypass the qualitative assessment and proceed directly to performing a quantitative assessment to compare the fair value of a reporting unit with its carrying value, including goodwill.
−Removed: Impairment is measured as the excess of carrying value over fair value of the reporting unit, with the loss recognized limited to the amount of goodwill assigned to that reporting unit.
−Removed: An impairment establishes a new basis for goodwill and any impairment loss recognized is not subject to subsequent reversal.
−Removed: Goodwill impairment tests require judgment, including identification of reporting units, assignment of assets and liabilities to reporting units, assignment of goodwill to reporting units, and determination of the fair value of each reporting unit.
Accounts Receivable and Related Allowance
−Removed: Property Operating Income Receivables (excluding lease income receivables) —The Company periodically evaluates aged receivables and considers the collectability of unbilled receivables.
−Removed: The Company estimates allowance for doubtful accounts for specific accounts receivable balances based upon historical collection trends, age of outstanding accounts receivables and existing economic conditions associated with the receivables.
Cost Reimbursements and Recoverable Expenses —The Company is entitled to reimbursements and/or recovers certain costs paid on behalf of investment vehicles sponsored by the Company, which include:
2 unchanged sentences
and (iii) direct and indirect operating costs associated with managing the operations of certain investment vehicles.
−Removed: Indirect operating costs are recorded as expenses of the Company when incurred and amounts allocated and reimbursable are recorded as other income in the consolidated statements of operations.
+Added: Indirect operating costs are recorded as expenses of the Company when incurred and amounts allocated and reimbursable are recorded as other income in the consolidated statements of operations on a gross basis to the extent the Company determines that it acts in the capacity of a principal in the incurrence of such costs.
The Company facilitates the payments of organization and offering costs, due diligence costs to the extent the related investments are consummated and direct operating costs, all of which are recorded as due from affiliates on the consolidated balance sheets, until such amounts are repaid.
5 unchanged sentences
Depreciation and amortization is recognized on a straight-line basis over the estimated useful life of the assets, which range between 3 and 7 years for furniture, fixtures, equipment and capitalized software, and over the shorter of the lease term or useful life for leasehold improvements.
−Removed: Transfers of Financial Assets
−Removed: Sale accounting for transfers of financial assets is limited to the transfer of an entire financial asset, a group of financial assets in its entirety, or a component of a financial asset which meets the definition of a participating interest with characteristics that are similar to the original financial asset.
−Removed: Transfers of financial assets are accounted for as sales when control over the assets has been surrendered.
−Removed: If the Company has any continuing involvement, rights or obligations with the transferred financial asset (outside of standard representations and warranties), sale accounting requires that the transfer meets the following conditions:
−Removed: (1) the transferred asset has been legally isolated;
−Removed: (2) the transferee has the right (free of conditions that constrain it from taking advantage of that right) to pledge or exchange the transferred asset;
−Removed: and (3) the Company does not maintain effective control over the transferred asset through an agreement that provides for (a) both an entitlement and an obligation by the Company to repurchase or redeem the asset before its maturity, (b) the unilateral ability by the Company to reclaim the asset and a more than trivial benefit attributable to that ability, or (c) the transferee requiring the Company to repurchase the asset at a price so favorable to the transferee that it is probable the repurchase will occur.
−Removed: If the criteria for sale accounting are met, the transferred financial asset is removed from the balance sheet and a net gain or loss is recognized upon sale, taking into account any retained interests.
−Removed: Transfers of financial assets that do not meet the criteria for sale are accounted for as financing transactions.
Derivative Instruments and Hedging Activities
24 unchanged sentences
The Company also made the accounting policy election to treat lease and nonlease components in a lease contract as a single component.
−Removed: The Company's leasing arrangements are composed primarily of finance and operating leases for data centers, operating ground leases for other investment properties, and operating leases for its corporate offices.
+Added: The Company's leasing arrangements are composed primarily of operating ground leases for investment properties, operating leases for its corporate offices and, prior to the deconsolidation of the subsidiaries in the Operating Segment, finance and operating leases for data centers.
Short-term leases are not recorded on the balance sheet, with lease payments expensed on a straight-line basis over the lease term.
13 unchanged sentences
The combination of periodic interest expense and amortization expense on the ROU lease asset effectively reflects installment purchases on the financed leased asset, and results in a front-loaded expense recognition.
−Removed: Higher interest expense is recorded in the early periods as a constant interest rate is applied to the finance lease liability and the liability decreases over the lease term as cash payments are made.
+Added: Higher interest expense is recorded in the early periods as a constant interest rate is applied to the finance
+Added: lease liability and the liability decreases over the lease term as cash payments are made.
For operating leases, fixed lease expense is recognized over the lease term on a straight-line basis and variable lease expense is recognized in the period incurred.
5 unchanged sentences
Costs incurred in connection with revolving credit arrangements are recorded as deferred financing costs in other assets, and amortized on a straight-line basis over the expected term of the credit facility.
−Removed: Property Operating Income
−Removed: Property operating income includes the following:
−Removed: The Company's lease income is composed of (i) fixed lease income for rents, and for interconnection services and a committed amount of power related to contracted data center leased space;
−Removed: and (ii) variable lease income for tenant reimbursements, installation services of Company-owned data center equipment and additional metered power reimbursements based upon usage by data center tenants at prevailing rates.
−Removed: As lessor, the classification of a lease as a sales-type lease is similar to the criteria for a finance lease as lessee (discussed above).
−Removed: If none of the criteria are met, a lease may be classified as a direct financing lease if there is a residual value guarantee from an unrelated third party.
−Removed: Otherwise, all other leases are classified as operating, including leases with variable lease payments that are not based upon a rate or index where classification as sales-type or direct financing lease would result in a loss to the Company at lease commencement.
−Removed: The Company's lease contracts contain lease components, such as leased data center space and equipment, and nonlease components, such as tenant reimbursements for net leases, interconnection services, installation services of Company-owned data center equipment and payments for power by data center tenants.
−Removed: As lessor, the Company made the accounting policy election to account for the lease components and nonlease components in its lease contracts as a single component in instances where the lease component is predominant, the timing and pattern of transfer for the lease and nonlease components are the same (i.e., provided on a consistent basis over the same time period), and the lease component, if accounted for separately, would be classified as an operating lease.
−Removed: Rental Income and Tenant Reimbursements
−Removed: Rental income is recognized on a straight-line basis over the noncancelable term of the related lease which includes the effects of minimum rent increases and rent abatements under the lease.
−Removed: Rents received in advance are deferred.
−Removed: In net lease arrangements, the tenant is generally responsible for operating expenses relating to the property, including real estate taxes, property insurance, maintenance, repairs and improvements.
−Removed: Costs reimbursable from tenants and other recoverable costs are recognized as revenue in the period the recoverable costs are incurred.
−Removed: When the Company is the primary obligor with respect to purchasing goods and services for property operations and has discretion in selecting the supplier and retains credit risk, tenant reimbursement revenue and property operating expenses are presented on a gross basis in the statements of operations.
−Removed: For net leases where the lessee self-manages the property, hires its own service providers and retains credit risk for routine maintenance contracts, no reimbursement revenue and expense are recognized.
−Removed: For property taxes and insurance, amounts paid directly by lessees to third parties on behalf of the Company are not recognized in the statement of operations, while amounts paid by the Company and reimbursed by lessees are presented gross as property operating income and expenses.
−Removed: Also, sales and similar taxes assessed by a governmental authority that is imposed on specific lease income producing transactions are netted against related collections from lessees.
−Removed: When it is determined that the Company is the owner of tenant improvements, the cost to construct the tenant improvements, including costs paid for or reimbursed from the tenants, is capitalized.
−Removed: For Company-owned tenant improvements, the amounts funded by or reimbursed from the tenants are recorded as deferred revenue, which is amortized on a straight-line basis as additional rental income over the term of the related lease.
−Removed: Rental income recognition commences when the leased space is substantially ready for its intended use and the tenant takes possession of the leased space.
−Removed: When it is determined that the tenant is the owner of tenant improvements, the Company's contribution towards those improvements is recorded as a lease incentive, included in deferred leasing costs and intangible assets on the balance sheet, and amortized as a reduction to rental income on a straight-line basis over the term of the lease.
−Removed: Rental income recognition commences when the tenant takes possession of the lease space.
−Removed: Collectability —The Company evaluates collectability of lease payments based upon the creditworthiness of the lessee and recognizes lease income only to the extent collection of all amounts due over the life of the lease is determined to be probable.
−Removed: If collection is subsequently determined to no longer be probable, any previously accrued lease income that has not been collected is subject to reversal.
−Removed: If collection is subsequently determined to be probable, lease income and corresponding receivable would be reestablished to an amount that would have been recognized if collection had always been deemed to be probable.
−Removed: Costs to Execute Lease —Only incremental costs of obtaining a lease, such as leasing commissions, qualify as initial direct leasing costs to be capitalized.
−Removed: Indirect costs such as allocated overhead, certain legal fees and negotiation costs are expensed as incurred.
−Removed: Resident Fee Income
−Removed: Resident fee income, presented within discontinued operations, was earned from senior housing operating facilities that operate through management agreements with independent third-party operators.
−Removed: Resident fee income related to independent living and assisted living facilities was recorded when services were rendered based on terms of their respective lease agreements.
−Removed: The Company's healthcare business was sold in February 2022.
−Removed: Data Center Service Revenue
−Removed: The Company earns data center service revenue, primarily composed of cloud services, data storage, data protection, network services, software licensing, other services related to installation of customer equipment, and other related information technology services, which are recognized as services are provided to data center customers.
−Removed: Hotel Operating Income
−Removed: Hotel operating income, presented within discontinued operations, included room revenue, food and beverage sales and other ancillary services.
−Removed: Revenue was recognized upon occupancy of rooms, consummation of sales and provision of services.
−Removed: The Company's hotel business was sold in March 2021, with one remaining portfolio that was in receivership sold by the lender in September 2021.
−Removed: Fee income consists primarily of the following:
+Added: Fee revenue consists primarily of the following:
Management Fees —The Company earns management fees for providing investment management services to its sponsored private funds and other investment vehicles, portfolio companies and managed accounts, which constitute a series of distinct services satisfied over time.
10 unchanged sentences
Accordingly, the elimination of these fees does not affect net income (loss) attributable to DBRG.
−Removed: Recurring other income includes primarily the following:
+Added: Other income includes primarily the following:
Cost Reimbursements from Affiliates —For various services provided to certain affiliates, including managed investment vehicles, the Company is entitled to receive reimbursements of expenses incurred, generally based on expenses that are directly attributable to providing those services and/or a portion of overhead costs.
−Removed: The Company acts in the capacity of a principal under these arrangements.
−Removed: Accordingly, the Company records the expenses and corresponding reimbursement income on a gross basis in the period the services are rendered and costs are incurred.
−Removed: Equity Awards Granted by Managed Companies —These were equity awards granted to the Company to be granted
−Removed: to its employees or granted directly to its employees by BrightSpire Capital, Inc.
−Removed: ("BRSP"), a publicly-traded REIT previously managed by the Company (prior to termination of its management agreement in April 2021).
−Removed: The initial grant was recorded as an other asset and deferred income liability on the balance sheet.
−Removed: The liability was amortized on a straight-line basis to other income over the initial vesting period of the award and equity-based compensation expense was recognized as the award vested to the recipient employee.
−Removed: Compensation expense related to equity awards granted by managed companies is presented within discontinued operations.
+Added: To the extent the Company determines that it acts in the capacity of a principal in the incurrence of such costs on behalf of the managed investment vehicle, the cost reimbursement is presented on a gross basis in other income and the expense in either investment-related expense or administrative expense in the consolidated statements of operations in the period the costs are incurred.
+Added: To the extent the Company determines that it acts in the capacity of an agent, the cost reimbursement is presented on a net basis in the consolidated statements of operations.
+Added: Property Operating Income —2022 included lease income from a tower portfolio, acquired in June 2022 as a warehoused investment and transferred to a core equity fund in December 2022.
Compensation comprises salaries, bonus including discretionary awards and contractual amounts for certain senior executives, benefits, severance payments, and equity-based compensation.
23 unchanged sentences
A valuation allowance for deferred tax assets is established if the Company believes it is more likely than not that all or some portion of the deferred tax assets will not be realized based upon the weight of all available positive and negative evidence.
−Removed: Realization of deferred tax assets is dependent upon the adequacy of future expected taxable income from all
−Removed: sources, including reversal of taxable temporary differences, forecasted earnings and prudent and feasible tax planning strategies.
+Added: Realization of deferred tax assets is dependent upon the adequacy of future expected taxable income from all sources, including reversal of taxable temporary differences, forecasted earnings and prudent and feasible tax planning strategies.
An established valuation allowance may be reversed in a future period if the Company subsequently determines it is more likely than not that all or some portion of the deferred tax asset will become realizable.
1 unchanged sentence
Income tax benefits are recognized for uncertain tax positions that are more likely than not to be sustained based solely on their technical merits.
−Removed: Such uncertain tax positions are measured as the largest amount of benefit that is more likely than not to be realized upon settlement.
+Added: Such uncertain tax positions are measured as the largest amount of benefit that is more
+Added: likely than not to be realized upon settlement.
The difference between the benefit recognized and the tax benefit claimed on a tax return results in an unrecognized tax benefit.
7 unchanged sentences
EPS is calculated by dividing earnings allocated to common shareholders by the weighted-average number of common shares outstanding during the period.
−Removed: Diluted EPS is based on the weighted-average number of common shares and the effect of potentially dilutive common share equivalents outstanding during the period.
−Removed: Potentially dilutive common share equivalents include shares to be issued upon the assumed conversion of the Company's outstanding convertible notes, which are included under the if-converted method when dilutive.
−Removed: The earnings allocated to common shareholders is adjusted to add back the after-tax amount of interest expense associated with the convertible notes, except when doing so would be antidilutive.
+Added: Diluted EPS is based upon the weighted-average number of common shares and the effect of potentially dilutive common share equivalents outstanding during the period.
+Added: Potentially dilutive common share equivalents represent the assumed issuance of common shares in settlement of certain arrangements if determined to be dilutive, generally based upon the more dilutive of the two-class method or the treasury stock method, or based upon the if-converted method for the assumed conversion of the Company's outstanding convertible notes.
+Added: The earnings allocated to common shareholders is adjusted to add back the income or loss associated with the potentially dilutive instruments that are assumed to result in the issuance of common shares if determined to be dilutive, such as interest expense on the Company's convertible notes.
In circumstances where discontinued operations are reported, income from continuing operations is used as the benchmark to determine whether including potential common shares in diluted EPS computation would be antidilutive.
Accordingly, if there is a loss from continuing operations and potential common shares would be antidilutive due to the loss, but there is net income after adjusting for discontinued operations, the potential common shares would be excluded from diluted EPS computation even though the effect on net income would be dilutive, because income from continuing operations is used as the benchmark.
+Added: Discontinued Operations
+Added: If the disposition of a component, being an operating or reportable segment, business unit, subsidiary or asset group, represents a strategic shift that has or will have a major effect on the Company’s operations and financial results, the operating profits or losses of the component when classified as held for sale, and the gain or loss upon disposition of the component, are presented as discontinued operations in the statements of operations.
+Added: A business or asset group acquired in connection with a business combination that meets the criteria to be accounted for as held for sale at the date of acquisition is reported as discontinued operations, regardless of whether it meets the strategic shift criterion.
+Added: The Company's discontinued operations in the periods presented herein represent:
+Added: (i) the operations of digital infrastructure portfolio companies previously consolidated in the Company's former Operating segment;
+Added: and (ii) the Company's former real estate investment and operations as a Real Estate Investment Trust ("REIT"), along with an adjacent investment management business, which have since been disposed as part of the Company's transformation into an investment manager with a digital infrastructure focus.
+Added: These former businesses comprised the following.
+Added: • The full deconsolidation of both portfolio companies in the former Operating segment on December 31, 2023 (as discussed in Note 9) represented a strategic shift that has major effect on the Company’s operations and financial results, meeting the criteria as discontinued operations as of December 31, 2023.
+Added: The Operating segment previously composed of balance sheet equity interests in two digital infrastructure portfolio companies, Vantage SDC and DataBank, a stabilized hyperscale and an edge colocation data center business, respectively.
+Added: These portfolio companies directly held and operated data centers, earning rental income from providing use of data center space and/or capacity through leases, services and other tenant arrangements.
+Added: Prior to deconsolidation and reclassification as discontinued operations, the assets, liabilities and operating results of DataBank and Vantage SDC were included in the Company's consolidated financial statements at historical cost in the former Operating
+Added: segment, with the portion of operating results attributable to third party investors presented as noncontrolling interests in investment entities.
+Added: • The Company's equity method investment in BrightSpire Capital, Inc.
+Added: BRSP) was sold in March 2023 for net proceeds totaling $ 201.6 million.
+Added: The Company's investment in BRSP qualified as held for sale in March 2023 and its disposition represented a strategic shift that has major effect on the Company’s operations and financial results, meeting the criteria as discontinued operations as of March 2023.
+Added: A $ 9.7 million impairment of the BRSP shares was recorded in 2023 prior to its disposition.
+Added: • The Wellness Infrastructure business was disposed in February 2022, along with other non-core assets held by a subsidiary, NRF Holdco, LLC ("NRF Holdco").
+Added: The equity of NRF Holdco was sold for $ 281 million, in a combination of cash and a $ 155 million unsecured promissory note.
+Added: The promissory note was fully written down in March 2023, as discussed in Note 11.
+Added: The disposition of NRF Holdco resulted in a write-off of unamortized deferred financing costs on the Wellness Infrastructure debt assumed by the buyer of $ 92.1 million and additional impairment loss based upon final carrying value of the Wellness Infrastructure net assets in 2022, with $ 251.7 million of impairment loss having already been recorded in 2021 based upon the selling price.
+Added: • The Company's equity interests in its non-digital investment portfolio, which included real estate, real estate-related equity and debt investments, along with an adjacent investment management business, was substantively disposed in a bulk sale in December 2021, with a write-down in the value of the assets based upon the selling price recorded in 2021 prior to disposition.
+Added: A small number of investments excluded from this bulk sale continue to be disposed over time.
+Added: • The Hospitality business was disposed in March 2021.
+Added: Additionally, a hotel portfolio that was in receivership was sold by the lender in September 2021 which had resulted in a $ 54.2 million gain on debt extinguishment.
+Added: Income (Loss) from discontinued operations is summarized as follows.
+Added: Year Ended December 31,
+Added: (In thousands) 2023 2022 2021
+Added: Property operating income $ 774,226 $ 953,727 $ 1,500,032
+Added: Other income 8,895 21,559 106,826
+Added: Total revenues 783,121 975,286 1,606,858
+Added: Property operating expense 329,762 412,924 779,074
+Added: Interest expense 174,722 268,519 380,272
+Added: Depreciation and amortization 448,900 534,979 592,202
+Added: Compensation and other expenses 136,097 203,669 277,730
+Added: Impairment loss — 35,985 317,405
+Added: Equity method earnings (losses) ( 15,188 ) ( 45,489 ) ( 192,478 )
+Added: Other gain (loss), net 2,671 13,682 120,753
+Added: Income (Loss) from discontinued operations before income taxes ( 318,877 ) ( 512,597 ) ( 811,550 )
+Added: Income tax benefit (expense) ( 1,581 ) 2,413 29,175
+Added: Income (Loss) from discontinued operations ( 320,458 ) ( 510,184 ) ( 782,375 )
+Added: Income (Loss) from discontinued operations attributable to noncontrolling interests:
+Added: Investment entities ( 260,120 ) ( 302,072 ) ( 528,125 )
+Added: Operating Company ( 4,339 ) ( 15,893 ) ( 24,465 )
+Added: Income (Loss) from discontinued operations attributable to DigitalBridge Group, Inc.
+Added: $ ( 55,999 ) $ ( 192,219 ) $ ( 229,785 )
+Added: Assets and Liabilities of Discontinued Operations
+Added: Assets of the former Operating segment were not held for disposition prior to their deconsolidation and qualification as discontinued operations on December 31, 2023.
+Added: All other assets of discontinued operations were held for disposition prior to their sale.
+Added: The Company initially measures assets classified as held for disposition at the lower of their carrying amounts or fair value less disposal costs.
+Added: For bulk sale transactions, the unit of account is the disposal group, with any excess of the aggregate carrying value over estimated fair value less costs to sell allocated to the individual assets within the group.
+Added: (In thousands) December 31, 2023 December 31, 2022
+Added: Cash and cash equivalents $ — $ 62,690
+Added: Restricted cash — 113,631
+Added: Real estate — 5,921,298
+Added: Investments 1,342 280,019
+Added: Goodwill — 463,120
+Added: Intangible assets — 1,006,469
+Added: Other assets 356 573,368
+Added: Total assets of discontinued operations $ 1,698 $ 8,420,595
+Added: Debt $ — $ 4,586,765
+Added: Lease intangibles and other liabilities 153 755,377
+Added: Total liabilities of discontinued operations $ 153 $ 5,342,142
Reclassifications
−Removed: Certain prior period amounts disclosed within the notes to the consolidated financial statements have been reclassified to conform to current period presentation.
−Removed: These reclassifications did not affect the Company's financial position, results of operations or cash flows.
−Removed: Adjustments to Beginning Equity
−Removed: On January 1, 2020, upon adoption of Accounting Standards Update ("ASU") No.
−Removed: 2016-13, Financial Instruments—
−Removed: Credit Losses , the Company recorded a $ 5.1 million decrease to beginning equity, composed of:
−Removed: (i) an $ 8.4 million decrease to beginning equity, representing the Company's share of the cumulative effect adjustment of adopting the lifetime current expected credit loss ("CECL") model by its equity method investee, BRSP;
−Removed: partially offset by (ii) a $ 3.3 million increase to beginning equity, reflecting the cumulative effect adjustment of the Company's election of the fair value option for all of its then outstanding loans receivable.
+Added: As discussed in "— Discontinued Operations ," the Company's investment in BRSP and the portfolio companies previously consolidated in the Company's former Operating segment qualified as discontinued operations in March 2023 and December 2023, respectively.
+Added: For all prior periods presented:
+Added: (i) on the December 31, 2022 consolidated balance sheets, the equity method investment in BRSP (2022:
+Added: $ 218.0 million previously included in equity and debt investments) and the assets of the portfolio companies previously consolidated in the former Operating segment totaling $ 8.1 billion have been reclassified to assets of discontinued operations, while the liabilities of the portfolio companies previously consolidated in the former Operating segment totaling $ 5.3 billion have been reclassified to liabilities of discontinued operations;
+Added: and (ii) on the 2022 and 2021 consolidated statements of operations, the loss from BRSP of $ 37.3 million in 2022 and earnings of $ 41.2 million in 2021, previously included in equity method earnings (losses), and the net loss of the portfolio companies previously consolidated in the former Operating segment totaling $ 324.2 million in 2022 and $ 223.5 million in 2021 have been reclassified to income (loss) from discontinued operation.
+Added: In 2023, the Company also determined that principal investment income from its equity interest as general partner and general partner affiliate in its sponsored investment vehicles, and its entitlement to carried interest allocation, represent a core component of returns in its investment management business.
+Added: Accordingly, beginning in 2023, principal investment income and carried interest allocation are now presented within total revenues on the consolidated statements of operations, previously presented as equity method earnings (losses) and equity method earnings—carried interest, respectively, both of which are no longer applicable as separate financial statement line items following the changes discussed herein.
+Added: Prior periods have been reclassified to conform to current presentation.
+Added: Accounting Policies Related to Real Estate
+Added: Accounting policies related to real estate are applicable to continuing operations in 2022 and to discontinued operations in all periods presented.
+Added: Real Estate Acquisitions
+Added: Real estate acquisitions are considered asset acquisitions and are recognized based on their cost to the Company as the acquirer and no gain or loss is recognized.
+Added: The cost of assets acquired are allocated among the acquired components based on their relative fair values at the time of acquisition, and does not give rise to goodwill.
+Added: Such components include land, building, site and building improvements, infrastructure, equipment, lease-related tangible and intangible assets and liabilities, such as tenant improvements, deferred leasing costs, in-place lease values, above- and below-market lease values, and tenant relationships.
+Added: The estimated fair value of acquired land is derived from recent comparable sales of land and listings within the same local region based on available market data.
+Added: The estimated fair value of acquired buildings and building improvements is derived from comparable sales, discounted cash flow analysis using market-based assumptions, or replacement cost for a similar property, as appropriate.
+Added: The fair value of site and tenant improvements and infrastructure assets are estimated based upon current market replacement costs and other relevant market rate information.
+Added: Transaction costs related to acquisition of assets are included in the cost basis of the assets acquired.
+Added: Contingent consideration in connection with the acquisition of assets (and that is not a VIE) is generally recognized when the liability is considered both probable and reasonably estimable, as part of the basis of the acquired assets .
+Added: Previously warehoused investment
+Added: In June 2022, the Company acquired the mobile telecommunications tower business (“TowerCo”) of Telenet Group Holding NV (Euronext Brussels:
+Added: TNET) for € 740.1 million or $ 791.3 million (including transaction costs) .
+Added: In December 2022, the Company's interest in the temporarily warehoused TowerCo investment was transferred to the Company's new core equity fund and TowerCo was deconsolidated.
+Added: The TowerCo assets acquired had included owned tower sites, tower sites subject to third party leases that gave rise to ROU lease assets and corresponding lease liabilities, equipment, as well as customer relationships related primarily to a master lease agreement with Telenet as lessee.
+Added: The acquisition had been funded through $ 326.1 million of debt, $ 278.1 million of equity from the Company, and $ 213.8 million in third party equity.
+Added: In addition to the purchase price, the funds had been used to finance transaction costs, debt issuance costs, working capital and as operating cash.
+Added: The following table summarizes the allocation of cash consideration to TowerCo assets acquired and liabilities assumed, including capitalized transaction costs, in 2022.
+Added: (In thousands)
+Added: Real estate $ 363,121
+Added: Intangible assets 673,218
+Added: ROU and other assets 234,462
+Added: Deferred tax liabilities ( 243,223 )
+Added: Lease and other liabilities ( 236,324 )
+Added: Fair value of net assets acquired $ 791,254
+Added: • Real estate was valued based upon current replacement cost for towers in consideration of their remaining economic life.
+Added: Useful lives of towers and related equipment acquired range from 11 to 71 years.
+Added: • Lease-related intangibles were composed of the following:
+Added: • In-place leases reflect the value of rental income forgone if the towers acquired were not leased, discounted at 6.8 %, with remaining lease terms of 15 years.
+Added: • Customer relationships for towers were valued as the estimated future cash flows to be generated over the life of the tenant relationships based upon rental rates, operating costs, expected renewal terms and attrition, discounted at 6.8 %, with estimated useful lives between 19 and 45 years.
+Added: • Deferred tax liabilities were recognized for the book-to-tax basis differences associated with the TowerCo acquisition.
+Added: • Other assets acquired and liabilities assumed include primarily lease ROU assets associated with leasehold ground space hosting tower communication sites, along with corresponding lease liabilities.
+Added: Lease liabilities were measured based upon the present value of future lease payments over the lease term, discounted at the incremental borrowing rate of the acquiree entity.
+Added: In 2022, prior to transfer, TowerCo generated lease income of $ 43.0 million, and incurred depreciation expense of $ 8.8 million, and amortization expense of $ 9.9 million, presented within Corporate and Other.
+Added: Real Estate Held for Investment
+Added: Real estate held for investment are carried at cost less accumulated depreciation.
+Added: Costs Capitalized or Expensed— Expenditures for ordinary repairs and maintenance are expensed as incurred, while expenditures for significant renovations that improve or extend the useful life of the asset are capitalized and depreciated over their estimated useful lives.
+Added: Depreciation— Real estate held for investment, other than land, are depreciated on a straight-line basis over the estimated useful lives of the assets, generally up to 50 years for buildings, 40 years for site and building improvements, 30 years for data center infrastructure, and 8 years for furniture, fixtures and equipment.
+Added: Tenant improvements are amortized over the lesser of the useful life or the remaining term of the lease.
+Added: Impairment —The Company evaluates its real estate held for investment for impairment periodically or whenever events or changes in circumstances indicate that the carrying amounts may not be recoverable.
+Added: The Company evaluates real estate for impairment generally on an individual property basis.
+Added: If an impairment indicator exists, the Company evaluates the undiscounted future net cash flows that are expected to be generated by the property, including any estimated proceeds from the eventual disposition of the property.
+Added: If multiple outcomes are under consideration, the Company may apply either a probability-weighted cash flows approach or the single-most-likely estimate of cash flows
+Added: approach, whichever is more appropriate under the circumstances.
+Added: Based upon the analysis, if the carrying value of a property exceeds its undiscounted future net cash flows, an impairment loss is recognized for the excess of the carrying value of the property over the estimated fair value of the property.
+Added: In evaluating and/or measuring impairment, the Company considers, among other things, current and estimated future cash flows associated with each property for the duration of the estimated hold period of each property, market information for each sub-market, including, where applicable, competition levels, foreclosure levels, leasing trends, occupancy trends, lease or room rates, and the market prices of similar properties recently sold or currently being offered for sale, expected capitalization rates at exit, and other quantitative and qualitative factors.
+Added: Another key consideration in this assessment is the Company's assumptions about the highest and best use of its real estate investments and its intent and ability to hold them for a reasonable period that would allow for the recovery of their carrying values.
+Added: If such assumptions change and the Company shortens its expected hold period, this may result in the recognition of impairment losses.
+Added: Real Estate Held for Disposition
+Added: Real estate is classified as held for disposition in the period when (i) management approves a plan to sell the asset, (ii) the asset is available for immediate sale in its present condition, subject only to usual and customary terms, (iii) a program is initiated to locate a buyer and actively market the asset for sale at a reasonable price, and (iv) completion of the sale is probable within one year.
+Added: Real estate held for disposition is stated at the lower of its carrying amount or estimated fair value less disposal cost, with any write-down to fair value less disposal cost recorded as an impairment loss.
+Added: For any increase in fair value less disposal cost subsequent to classification as held for disposition, the impairment loss may be reversed, but only up to the amount of cumulative loss previously recognized.
+Added: Depreciation is not recorded on assets classified as held for disposition.
+Added: At the time a sale is consummated, the excess, if any, of sale price less selling costs over carrying value of the real estate is recognized as a gain.
+Added: If circumstances arise that were previously considered unlikely and, as a result, the Company decides not to sell the real estate asset previously classified as held for disposition, the real estate asset is reclassified as held for investment.
+Added: Upon reclassification, the real estate asset is measured at the lower of (i) its carrying amount prior to classification as held for disposition, adjusted for depreciation expense that would have been recognized had the real estate been continuously classified as held for investment, or (ii) its estimated fair value at the time the Company decides not to sell.
+Added: Lease-Related Intangibles
+Added: Identifiable intangibles recognized in acquisitions of operating real estate include in-place leases, deferred leasing costs, above- or below-market leases, and tenant relationships.
+Added: In-place leases generate value over and above the tangible real estate because a property that is occupied with leased space is typically worth more than a vacant building without a lease contract in place.
+Added: Acquired in-place leases are valued as the forgone rental income had the property been acquired in an as if vacant state, using market data on comparable and recently signed leases.
+Added: Deferred leasing costs represent leasing commissions and legal fees that would otherwise have been incurred if a lease was not in-place.
+Added: Acquired in-place leases and deferred leasing costs are amortized on a straight-line basis to depreciation and amortization expense over the remaining term of the applicable leases.
+Added: If an in-place lease is terminated, the unamortized portion is charged to depreciation and amortization expense.
+Added: The value of the above- or below-market component of acquired leases represents the difference between contractual rents of acquired leases and market rents at the time of the acquisition for the remaining lease term.
+Added: Above- or below-market operating lease values are amortized on a straight-line basis as a decrease or increase to rental income, respectively, over the applicable lease terms.
+Added: This includes fixed rate renewal options in acquired leases that are assumed to be renewed if below market, which are amortized to increase rental income over the renewal period.
+Added: Tenant relationships represent the estimated net cash flows attributable to the likelihood of lease renewal by an existing tenant relative to the cost of obtaining a new lease, taking into consideration the time it would take to execute a new lease or backfill a vacant space.
+Added: Tenant relationships are amortized on a straight-line basis to depreciation and amortization expense over its estimated useful life.
+Added: In addition to leasing activities, data center operators provide various data center services to their customers, largely in the colocation business, which give rise to customer service contract and customer relationship intangible assets in an acquisition of operating data centers.
+Added: Customer service contracts are valued based upon an estimate of net cash flows from providing data center services that would have been forgone if these service contracts were not in place, taking into consideration the time it would take to execute a new contract.
+Added: Customer service contracts are amortized on a straight-line basis over the remaining term of the respective contracts, and if the service contract is terminated, the remaining unamortized balance is charged off.
+Added: Customer relationships represent incremental net cash flows to the business that is attributable to these in-place relationships, and is amortized on a straight-line basis over its estimated useful life.
+Added: Impairment analysis on lease intangible assets is performed in connection with the impairment assessment of the related real estate.
+Added: Property Operating Income
+Added: Property operating income includes the following:
+Added: The Company's lease income is composed of (i) fixed lease income for rents, and for interconnection services and a committed amount of power related to contracted data center leased space;
+Added: and (ii) variable lease income for tenant reimbursements, installation services of Company-owned data center equipment and additional metered power reimbursements based upon usage by data center tenants at prevailing rates.
+Added: As lessor, the classification of a lease as a sales-type lease is similar to the criteria for a finance lease as lessee (discussed above).
+Added: If none of the criteria are met, a lease may be classified as a direct financing lease if there is a residual value guarantee from an unrelated third party.
+Added: Otherwise, all other leases are classified as operating, including leases with variable lease payments that are not based upon a rate or index where classification as sales-type or direct financing lease would result in a loss to the Company at lease commencement.
+Added: The Company's lease contracts contain lease components, such as leased data center space and equipment, and nonlease components, such as tenant reimbursements for net leases, interconnection services, installation services of Company-owned data center equipment and payments for power by data center tenants.
+Added: As lessor, the Company made the accounting policy election to account for the lease components and nonlease components in its lease contracts as a single component in instances where the lease component is predominant, the timing and pattern of transfer for the lease and nonlease components are the same (i.e., provided on a consistent basis over the same time period), and the lease component, if accounted for separately, would be classified as an operating lease.
+Added: Rental Income and Tenant Reimbursements
+Added: Rental income is recognized on a straight-line basis over the noncancelable term of the related lease which includes the effects of minimum rent increases and rent abatements under the lease.
+Added: Rents received in advance are deferred.
+Added: In net lease arrangements, the tenant is generally responsible for operating expenses relating to the property, including real estate taxes, property insurance, maintenance, repairs and improvements.
+Added: Costs reimbursable from tenants and other recoverable costs are recognized as revenue in the period the recoverable costs are incurred.
+Added: When the Company is the primary obligor with respect to purchasing goods and services for property operations and has discretion in selecting the supplier and retains credit risk, tenant reimbursement revenue and property operating expenses are presented on a gross basis in the statements of operations.
+Added: For net leases where the lessee self-manages the property, hires its own service providers and retains credit risk for routine maintenance contracts, no reimbursement revenue and expense are recognized.
+Added: For property taxes and insurance, amounts paid directly by lessees to third parties on behalf of the Company are not recognized in the statement of operations, while amounts paid by the Company and reimbursed by lessees are presented gross as property operating income and expenses.
+Added: Also, sales and similar taxes assessed by a governmental authority that is imposed on specific lease income producing transactions are netted against related collections from lessees.
+Added: When it is determined that the Company is the owner of tenant improvements, the cost to construct the tenant improvements, including costs paid for or reimbursed from the tenants, is capitalized.
+Added: For Company-owned tenant improvements, the amounts funded by or reimbursed from the tenants are recorded as deferred revenue, which is amortized on a straight-line basis as additional rental income over the term of the related lease.
+Added: Rental income recognition commences when the leased space is substantially ready for its intended use and the tenant takes possession of the leased space.
+Added: When it is determined that the tenant is the owner of tenant improvements, the Company's contribution towards those improvements is recorded as a lease incentive, included in deferred leasing costs and intangible assets on the balance sheet, and amortized as a reduction to rental income on a straight-line basis over the term of the lease.
+Added: Rental income recognition commences when the tenant takes possession of the lease space.
+Added: Collectability —The Company evaluates collectability of lease payments based upon the creditworthiness of the lessee and recognizes lease income only to the extent collection of all amounts due over the life of the lease is determined to be probable.
+Added: If collection is subsequently determined to no longer be probable, any previously accrued lease income that has not been collected is subject to reversal.
+Added: If collection is subsequently determined to be probable, lease income and corresponding receivable would be reestablished to an amount that would have been recognized if collection had always been deemed to be probable.
+Added: Costs to Execute Lease —Only incremental costs of obtaining a lease, such as leasing commissions, qualify as initial direct leasing costs to be capitalized.
+Added: Indirect costs such as allocated overhead, certain legal fees and negotiation costs are expensed as incurred.
+Added: Data Center Service Revenue
+Added: The Company earns data center service revenue, primarily composed of cloud services, data storage, data protection, network services, software licensing, other services related to installation of customer equipment, and other related information technology services, which are recognized as services are provided to data center customers.
+Added: Resident Fee Income
+Added: Resident fee income, presented within discontinued operations, was earned from senior housing operating facilities that operate through management agreements with independent third-party operators.
+Added: Resident fee income related to independent living and assisted living facilities was recorded when services were rendered based on terms of their respective lease agreements.
+Added: The Company's healthcare business was sold in February 2022.
+Added: Hotel Operating Income
+Added: Hotel operating income, presented within discontinued operations, included room revenue, food and beverage sales and other ancillary services.
+Added: Revenue was recognized upon occupancy of rooms, consummation of sales and provision of services.
+Added: The Company's hotel business was sold in March 2021, with one portfolio that was in receivership sold by the lender in September 2021.
+Added: Collectability of property operating income receivable (excluding lease income receivable)
+Added: The Company periodically evaluate aged receivables and considers the collectability of unbilled receivables.
+Added: The Company estimated allowance for doubtful accounts for specific accounts receivable balances based upon historical collection trends, age of outstanding accounts receivables and existing economic conditions associated with the receivables.
Accounting Standards Adopted in 2023
−Removed: Amendment to Lessor Accounting
−Removed: In July 2021, the Financial Accounting Standards Board ("FASB") issued ASU No.
−Removed: 2021-5, Lessors—Certain Leases with Variable Lease Payments , which amends existing lease classification guidance for lessors to better reflect the economics of certain lease arrangements.
−Removed: The ASU requires a lease with variable lease payments that are not based upon a rate or index to be classified as an operating lease if classification as a direct financing lease or sales-type lease
−Removed: would have resulted in a loss to the lessor at lease commencement.
−Removed: A loss could have otherwise arisen even if the lease is expected to be profitable as the exclusion of these variable lease payments result in the recognition of a lower net investment in a lease relative to the carrying value of the underlying asset that is derecognized at the commencement of a direct financing or sales-type lease.
−Removed: Under the amended guidance, this uneconomic outcome is avoided because the classification as an operating lease does not result in a derecognition of the underlying asset by the lessor, and the recognition of variable lease payments earned and depreciation expense on the underlying asset will partially offset in earnings over time.
−Removed: The Company adopted the ASU on a prospective basis on its effective date of January 1, 2022.
−Removed: At the time of adoption, the Company, as lessor, did not have any leases that would have been subject to this amendment.
−Removed: Acquired Contracts with Customers
−Removed: In October 2021, the FASB issued ASU No.
−Removed: 2021-8, Accounting for Contract Assets and Contract Liabilities From Contracts With Customers , which applies the principles of ASC 606, Revenue from Contracts with Customers , rather than a fair value basis under ASC 805, Business Combinations , in the recognition of contract assets and contract liabilities acquired in a business combination.
−Removed: The ASU addresses the following inconsistencies:
−Removed: (1) measurement of contract liability or deferred revenue at fair value that is typically lower than carrying value, reducing post-acquisition revenues;
−Removed: and (2) timing of contractual payments affecting the fair value of deferred revenue and the amount of post-acquisition revenue in otherwise similar contracts.
−Removed: Under the new guidance, an acquirer records a contract asset or contract liability as if it had originated the acquired revenue contract, which requires the acquirer to evaluate performance obligations, transaction price and relative stand-alone selling price at the original contract inception date or subsequent modification dates.
−Removed: This will generally result in the recognition and measurement of a contract asset and contract liability that will likely be more comparable to the books of the acquiree at acquisition date.
−Removed: In circumstances where an acquirer is unable to assess or rely on the acquiree's accounting under ASC 606, the ASU provides a practical expedient that allows an acquirer to determine the stand-alone selling price of each performance obligation in the contract as of acquisition date, instead of contract inception date, for purposes of allocating the transaction price.
−Removed: The amendments also apply to contract assets and contract liabilities from other contracts to which the provisions of ASC 606 apply, such as contracts within the scope of ASC 610-20, Other Income—Gains and Losses from Derecognition of Nonfinancial Assets, but the amendments do not affect the accounting for other assets or liabilities that may arise from acquired customer contracts such as refund liabilities that do not meet the definition of contract liabilities and continue to be recorded at fair value.
−Removed: The ASU is effective January 1, 2023 and is to be applied prospectively.
−Removed: Early adoption is permitted with retrospective application to all business combinations that occurred during the fiscal year of early adoption.
−Removed: The Company early adopted the ASU on January 1, 2022 with no impact upon adoption.
−Removed: Future Accounting Standards
Contractual Sale Restriction on Equity Securities
9 unchanged sentences
For equity securities with contractual sale restrictions entered into or modified before the adoption date, the existing accounting policy continues to be applied until the restrictions expire or are modified, and if the existing accounting policy differs from the amended guidance, the additional disclosure requirements under the ASU would be applicable.
−Removed: The Company and its investment company subsidiaries do not currently have equity securities subject to contractual sale restrictions.
−Removed: Asset Acquisitions
−Removed: Vantage SDC Hyperscale Data Centers
−Removed: In July 2020 and following an additional investment in October 2020, the Company, alongside fee bearing third party capital, invested $ 1.36 billion for an approximately 90 % equity interest in entities that hold Vantage Data Centers Holdings, LLC's ("Vantage") portfolio of 12 stabilized hyperscale data centers in North America and $ 2.0 billion of secured indebtedness (“Vantage SDC”).
−Removed: The remaining equity interest in Vantage SDC is held by the investors of Vantage prior to the Company's acquisition, and together with the third party capital raised by the Company, represent noncontrolling interests.
−Removed: The Company's balance sheet investment was approximately $ 200 million or a 13 % equity interest in Vantage SDC.
−Removed: Vantage SDC is a carve-out from Vantage's data center business.
−Removed: The acquisition excluded Vantage's remaining portfolio of development-stage data centers and its employees, all of which were retained by Vantage.
−Removed: The day-to-day operations of Vantage SDC continue to be managed by Vantage's existing management company in exchange for management fees, and subject to certain approval rights held by the Company and the co-investors in connection with material actions.
−Removed: Pursuant to a purchase option in connection with the July 2020 acquisition, the Company acquired an additional data center in Santa Clara, California in September 2021 for $ 404.5 million in cash.
−Removed: The acquisition was funded through borrowings by Vantage SDC, with a deferred amount of $ 56.9 million to be paid upon future lease-up, and additional consideration contingent on lease-up of the remaining capacity.
−Removed: In connection with the July 2020 and September 2021 acquisitions, the Company and its co-investors also committed to acquire the future build-out of expansion capacity, along with lease-up of the expanded capacity and existing inventory, the costs of which are borne by the previous owners of Vantage SDC.
−Removed: As of December 31, 2022, the remaining consideration for the incremental lease-up acquisitions is estimated to be approximately $ 198 million.
−Removed: Most, if not all, of the cost of the expansion capacity has been or will be funded by Vantage SDC from borrowings under its credit facilities and/or cash from operations.
−Removed: Pursuant to this arrangement, Vantage SDC had 15 and 11 new tenant leases related to a portion of the expansion capacity that commenced in 2022 and 2021, respectively, for aggregate consideration of $ 161.3 million and $ 100.8 million, respectively.
−Removed: All of these payments were made to the previous owners of Vantage SDC and are treated as asset acquisitions.
−Removed: Acquisitions by DataBank (the Company's edge colocation data center subsidiary)
−Removed: • Four colocation data centers in Houston, Texas in March 2022 for $ 678 million, funded by a combination of $ 262.5 million of debt and $ 415.5 million of equity, of which the Company's share was $ 88.7 million.
−Removed: • A data center each in Atlanta, Georgia in May 2022 for $ 10.9 million, and in Denver, Colorado in February 2022 that was previously leased by its zColo subsidiary for $ 17.6 million.
−Removed: • Five data centers in the zColo portfolio in France in February 2021 for $ 33.0 million.
−Removed: • One building each in Colorado and New York in the third quarter of 2021 totaling $ 38.5 million, to be redeveloped into data centers.
−Removed: ◦ zColo, the colocation business of Zayo Group Holdings, Inc.
−Removed: ("Zayo") in December 2020, composed of 39 data centers in the U.S.
−Removed: and the U.K., for approximately $ 1.2 billion through a combination of debt and equity financing, including $ 0.5 billion of third party co-invest capital raised by the Company.
−Removed: The Company's balance sheet investment was then $ 145 million.
−Removed: Zayo is an anchor tenant within the zColo facilities and is a significant customer of DataBank.data centers
−Removed: In June 2022, the Company acquired the mobile telecommunications tower business (“TowerCo”) of Telenet Group Holding NV (Euronext Brussels:
−Removed: TNET) for € 740.1 million or $ 791.3 million (including transaction costs) .
−Removed: 2022, our interest in the temporarily warehoused TowerCo investment was transferred to the Company's new sponsored fund (Note 16) and TowerCo was deconsolidated.
−Removed: The TowerCo assets acquired had included owned tower sites, tower sites subject to third party leases that gave rise to right-of-use lease assets and corresponding lease liabilities, equipment, as well as customer relationships related primarily to a master lease agreement with Telenet as lessee.
−Removed: The acquisition had been funded through $ 326.1 million of debt, $ 278.1 million of equity from the Company, and $ 213.8 million in third party equity.
−Removed: In addition to the purchase price, the funds had been used to finance transaction costs, debt issuance costs, working capital and as operating cash.
−Removed: Prior to transfer, TowerCo was presented within Corporate and Other.
−Removed: Allocation of Consideration Transferred
−Removed: The following table summarizes the consideration and allocation to assets acquired, liabilities assumed and noncontrolling interests at acquisition.
−Removed: In an asset acquisition, the cost of assets acquired, which includes capitalized transaction costs, is allocated to individual assets within the group based on their relative fair values and does not give rise to goodwill.
−Removed: Asset Acquisitions
+Added: The Company early adopted the ASU on January 1, 2023.
+Added: At the time of filing, the Company has one equity security that is subject to contractual sale restrictions, but was not subject to such restrictions at the time of adoption or during 2023.
+Added: Future Accounting Standards
+Added: Reportable Segment Disclosures
+Added: In November 2023, the FASB issued ASU 2023-07, Improvements to Reportable Segment Disclosures , which expands the breadth and frequency of segment disclosures to require all annual disclosures on an interim basis and provide for incremental disclosures, including the following:
+Added: • Category and amount of significant segment expenses that are regularly provided to (even if not regularly reviewed by) the chief operating decision maker ("CODM") and included in each reported segment profit (loss) measure, otherwise the nature of expense information (for example, consolidated, forecasted, budgeted) used by the CODM;
+Added: • An amount (without individual quantification) for other segment items (represents difference between segment revenue less segment expense disclosed and reported segment profit (loss) measure), including description of the composition, nature and type of the other segment items;
+Added: • Description of how CODM uses each reported segment profit (loss) measure to assess segment performance and determine resource allocation;
+Added: • Title and position of individual or name of group or committee identified as CODM.
+Added: The ASU changes current guidance by permitting multiple measures of segment profit (loss) to be reported provided that the measure most consistent with GAAP is reported.
+Added: The ASU also clarifies that a single reportable segment entity is subject to segment disclosures in its entirety, which would require reporting of segment profit (loss) measure that is not a consolidated GAAP measure and not clearly evident from existing disclosures.
+Added: The ASU does not change existing guidance around identification of operating segments and determination of reportable segments.
+Added: The requirements under this ASU are to be applied retrospectively to all prior periods presented unless impracticable.
+Added: The Company adopted this ASU on its effective date of January 1, 2024.
+Added: Income Tax Disclosures
+Added: In December 2023, the FASB issued ASU 2023-09, Improvements to Income Tax Disclosures, which enhances existing annual income tax disclosures, primarily disaggregation of:
+Added: (i) effective tax rate reconciliation using both percentages and amounts into specific categories, with further disaggregation by nature and/or jurisdiction of certain categories that meet the threshold of 5% of expected tax;
+Added: and (ii) income taxes paid (net of refunds received) between federal, state/local and foreign, with further disaggregation by jurisdiction if 5% or more of total income taxes paid (net of refunds received).
+Added: The ASU also eliminates existing disclosures related to:
+Added: (a) reasonably possible significant changes in total amount of unrecognized tax benefits within 12 months of reporting date;
+Added: and (b) cumulative amount of each type of temporary difference for which deferred tax liability has not been recognized (due to exception to recognizing deferred taxes related to subsidiaries and corporate joint ventures).
+Added: This ASU is effective January 1, 2025, with early adoption permitted in the interim or annual periods.
+Added: Transition is prospective with the option to apply retrospective application.
+Added: Business Combinations
+Added: In February 2023, the Company acquired the global infrastructure equity investment management business of AMP Capital Investors International Holdings Limited, which was rebranded as InfraBridge at closing.
+Added: Consideration for the acquisition consisted of $ 314.3 million cash consideration (net of cash assumed), subject to customary post-closing working capital adjustments, plus a contingent amount based upon achievement of future fundraising targets for InfraBridge's new global infrastructure funds.
+Added: The estimated fair value of the contingent consideration is subject to remeasurement each reporting period, as discussed in Note 10.
+Added: The following table summarizes the total consideration and allocation to assets acquired and liabilities assumed.
+Added: The initial cash consideration was determined, in part, based upon estimated net working capital of the acquired entities at closing.
+Added: The purchase price allocation is provisional and will be finalized through the one year measurement period.
+Added: Subsequent to the acquisition, certain adjustments were identified that affected the provisional accounting, as presented below.
+Added: These were adjustments to net working capital and to the value of acquired interest in an InfraBridge fund based upon a revised NAV of the fund, applying new information about facts and circumstances that existed at the time of acquisition.
+Added: (In thousands) As Reported
+Added: At March 31, 2023 Measurement Period Adjustments As Revised
+Added: At December 31, 2023
+Added: Consideration
+Added: Cash $ 364,338 $ 1,102 $ 365,440
+Added: Estimated fair value of contingent consideration 10,874 — 10,874
$ 375,212 $ 376,314
−Removed: (In thousands) TowerCo Acquisitions by DataBank / zColo US Vantage SDC Expansion Capacity Vantage SDC Expansion Capacity and Add-On Acquisition Acquisitions by DataBank / zColo US zColo France Vantage SDC zColo US and UK
Assets acquired and liabilities assumed
Cash 51,174 — 51,174
−Removed: Real estate 363,121 627,474 140,140 479,587 38,500 26,083 2,720,870 882,327
+Added: Principal investments 130,810 ( 18,500 ) 112,310
Intangible assets 50,800 — 50,800
−Removed: ROU and other assets 234,462 3,994 — — — 9,536 181,260 415,038
−Removed: Debt — — — — — — ( 2,060,307 ) —
+Added: Other assets 27,682 7,017 34,699
Deferred tax liabilities ( 10,198 ) — ( 10,198 )
−Removed: Intangible, lease and other liabilities ( 236,324 ) ( 2,839 ) — ( 56,889 ) — ( 11,303 ) ( 82,350 ) ( 419,262 )
+Added: Other liabilities ( 21,625 ) ( 8,589 ) ( 30,214 )
Fair value of net assets acquired 228,643 208,571
−Removed: • Real estate was valued based upon (i) current replacement cost for buildings in an as-vacant state and improvements, estimated using construction cost guidelines;
−Removed: (ii) current replacement cost for data center infrastructure by applying an estimated cost per kilowatt based upon current capacity of each location and also considering the associated indirect costs such as design, engineering, construction and installation;
−Removed: (iii) current replacement cost for towers in consideration of their remaining economic life;
−Removed: and (iv) recent comparable sales or current listings for land.
−Removed: Useful lives of real estate acquired range from 30 to 50 years for buildings and improvements, 5 to 40 years for site improvements, 11 to 71 years for towers and related equipment, 11 to 20 years for data center infrastructure, and 1 to 5 years for furniture, fixtures and equipment.
−Removed: • Lease-related intangibles for real estate acquisitions were composed of the following:
−Removed: • In-place leases reflect the value of rental income forgone if the properties had been acquired vacant, and the leasing commissions, legal and marketing costs that would have been incurred to lease up the properties, discounted at rates between 4.75 % and 6.8 %, with remaining lease terms ranging between 1 and 15 years.
−Removed: • Above- and below-market leases represent the rent differential for the remaining lease term between contractual rents of acquired leases and market rents at the time of acquisition, discounted at rates between 6.0 % and 11.25 % with remaining lease terms ranging between 1 and 15 years.
−Removed: • Tenant relationships represent the estimated net cash flows attributable to the likelihood of lease renewal by an existing tenant relative to the cost of obtaining a new lease, taking into consideration the estimated time it would require to execute a new lease or backfill a vacant space, discounted at rates between 4.75 % and 11.5 %, with estimated useful lives between 5 and 15 years.
−Removed: • Customer service contracts were valued based upon estimated net cash flows generated from the zColo customer service contracts that would have been forgone if such contracts were not in place, taking into consideration the time it would require to execute a new contract, with remaining term of the contracts ranging between 1 and 15 years.
−Removed: • Customer relationships for zColo were valued as the incremental net cash flows to business attributable to the in-place customer relationships, discounted at a rate of 10 %, with an estimated useful life of 12 years.
−Removed: • Customer relationships for towers were valued as the estimated future cash flows to be generated over the life of the tenant relationships based upon rental rates, operating costs, expected renewal terms and attrition, discounted at 6.8 %, with estimated useful lives between 19 and 45 years.
−Removed: • Other intangible assets acquired were as follows:
−Removed: • Trade name of zColo was valued based upon estimated savings from avoided royalty at a rate of 1 %, discounted at 10 %, with a 1 year useful life.
−Removed: • Assembled workforce was valued based upon estimated cost of recruiting and training new data center employees for zColo, with a 3 year useful life.
−Removed: • Deferred tax liabilities were recognized for the book-to-tax basis difference associated with the TowerCo acquisition.
−Removed: • Debt assumed from the Vantage SDC acquisition in 2020 was valued based upon market rates and spreads that prevailed at the time of acquisition for debt with similar terms and remaining maturities.
−Removed: • Other assets acquired and liabilities assumed include primarily lease ROU assets associated with leasehold data centers and ground space hosting tower communication sites, along with corresponding lease liabilities.
−Removed: Lease liabilities were measured based upon the present value of future lease payments over the lease term, discounted at the incremental borrowing rate of the respective acquiree entities.
−Removed: Other liabilities in 2021 also included a deferred purchase consideration associated with the Vantage SDC add-on acquisition.
−Removed: Business Combination in 2023
−Removed: Infrastructure Investment Management Platform
−Removed: In February 2023, the Company completed its previously announced acquisition of the global infrastructure equity investment management business of AMP Capital Investors International Holdings Limited ("AMP Capital"), which was rebranded as InfraBridge at closing.
−Removed: Consideration for the acquisition consisted of:
−Removed: (i) an upfront amount of $ 316 million (or $ 323.5 million including working capital, net of cash assumed), subject to customary post-closing adjustments up to 90 days after closing;
−Removed: and (ii) a contingent amount of up to A$ 180 million (approximately $ 129 million), generally based upon achievement of future fundraising targets for InfraBridge's new global infrastructure funds.
−Removed: The following table summarizes the Company's real estate held for investment.
−Removed: (In thousands) December 31, 2022 December 31, 2021
−Removed: Land $ 257,588 $ 206,588
−Removed: Buildings and improvements 1,573,605 1,235,334
−Removed: Data center infrastructure 4,427,150 3,845,431
−Removed: Construction in progress 395,393 77,014
−Removed: 6,653,736 5,364,367
−Removed: Accumulated depreciation ( 732,438 ) ( 392,083 )
−Removed: Real estate assets, net $ 5,921,298 $ 4,972,284
−Removed: Real Estate Depreciation
−Removed: Depreciation of real estate held for investment was $ 350.7 million, $ 275.8 million and $ 117.1 million for the years ended December 31, 2022, 2021 and 2020, respectively.
−Removed: Property Operating Income
−Removed: Components of property operating income are as follows.
−Removed: Year Ended December 31,
−Removed: (In thousands) 2022 2021 2020
−Removed: Lease income:
−Removed: Fixed lease income
−Removed: $ 729,503 $ 609,005 $ 226,478
−Removed: Variable lease income
−Removed: 120,442 92,701 38,913
−Removed: 849,945 701,706 265,391
−Removed: Data center service revenue 77,561 61,044 47,537
−Removed: $ 927,506 $ 762,750 $ 312,928
−Removed: For the years ended December 31, 2022 and 2021, property operating income from a single customer accounted for approximately 18 % and 17 %, respectively, of the Company's total revenues from continuing operations, or approximately 8 % for both periods, of the Company's share of total revenues from continuing operations, net of amounts attributable to noncontrolling interests in investment entities.
−Removed: There was no similar tenant concentration in 2020.
−Removed: Future Fixed Lease Income
−Removed: At December 31, 2022, future fixed lease payments receivable under noncancelable operating leases for real estate held for investment in the Operating segment were as follows.
−Removed: These operating leases have expiration dates through 2041, excluding month-to-month leases, and renewal options and early termination rights at the lessee's election unless such options or rights are reasonably certain to be exercised.
−Removed: Year Ending December 31, (In thousands)
+Added: Goodwill 146,569 21,174 167,743
$ 375,212 $ 376,314
−Removed: 2028 and thereafter 1,480,010
−Removed: Total $ 3,425,556
−Removed: Equity and Debt Investments
−Removed: The Company's equity and debt investments, excluding investments held for disposition (Note 21), are represented by the following:
+Added: • Principal investments represent acquired interests in InfraBridge funds, valued at their most recent NAV at closing.
+Added: • The investment management intangible assets of InfraBridge were composed of the following:
+Added: • Management contracts were valued based upon estimated net cash flows expected to be generated from the contracts, with remaining term of the contracts ranging between 1 and 4 years, discounted at 8.0 %.
+Added: • Investor relationships represent the fair value of potential future investment management fees, net of operating costs, to be generated from repeat InfraBridge investors in future sponsored vehicles, with a weighted average estimated useful life of 12 years, discounted at 14.0 %.
+Added: • Deferred tax liabilities were recognized for the book-to-tax basis difference of identifiable intangible assets acquired, net of deferred tax assets assumed.
+Added: • Other assets acquired and liabilities assumed include management fee receivable and compensation payable associated with the pre-acquisition period, amounts due to InfraBridge funds and receivable from seller.
+Added: • Goodwill is the value of the business acquired that is not already captured in identifiable assets, largely represented by the potential synergies from combining the capital raising resources of DBRG and the mid-market infrastructure specialization of the InfraBridge team.
+Added: The Company's equity and debt investments are represented by the following:
(In thousands) December 31, 2023 December 31, 2022
−Removed: Equity investments
Equity method investments (1)
−Removed: BrightSpire Capital, Inc.
−Removed: $ 217,994 $ 284,985
−Removed: Company-sponsored private funds—equity investment in funds
−Removed: 406,624 270,737
−Removed: Company-sponsored private funds—unrealized carried interest
−Removed: 341,749 111,957
−Removed: Other 3,887 5,417
−Removed: 970,254 673,096
+Added: Principal investments $ 1,194,417 $ 410,511
+Added: Carried interest allocation 676,421 341,749
Other equity investments 71,417 115,024
−Removed: Marketable securities (Note 11)
−Removed: 155,866 201,912
−Removed: Private funds and non-traded REIT 36,436 49,575
−Removed: Other 108,567 10,570
−Removed: Total equity investments 1,271,123 935,153
−Removed: Debt securities
CLO subordinated notes 50,927 50,927
−Removed: Equity and debt investments $ 1,322,050 $ 935,153
−Removed: (1) At December 31, 2021, excluded approximately 461,000 shares and 3.1 million units in BRSP held by NRF Holdco that were included in assets held for disposition (Note 21).
−Removed: NRF Holdco was sold in February 2022.
−Removed: Equity Investments
−Removed: The Company's equity investments represent noncontrolling equity interests in various entities, primarily BRSP, interests in the Company's sponsored digital investment vehicles, and marketable securities held largely by private open-end liquid funds sponsored and consolidated by the Company.
−Removed: For equity method investments, the liabilities of the investment entities may only be settled using the assets of these entities and there is no recourse to the general credit of the Company for the obligations of these entities.
−Removed: The Company is not required to provide financial or other support in excess of its capital commitments, where applicable, and its exposure is limited to its investment balance.
−Removed: The Company evaluates its equity method investments for OTTI at each reporting period.
−Removed: In 2021, OTTI was recorded only on equity method investments held for disposition, as discussed in Note 21.
−Removed: BrightSpire Capital, Inc.
−Removed: At December 31, 2022, the Company owned approximately 35.0 million shares in BRSP for a 27.1 % interest in BRSP ( 29.0 % at December 31, 2021, including BRSP shares and units held by NRF Holdco that were disposed in February 2022), accounted for under the equity method as it exercises significant influence over BRSP's operating and financial policies through its substantial ownership interest.
−Removed: In connection with the internalization of BRSP in April 2021, the Company had entered into a stockholders agreement with BRSP, pursuant to which the Company agreed, for so long as the Company owns at least 10 % of BRSP's outstanding common shares, to vote in BRSP director elections as recommended by BRSP’s board of directors at any stockholders' meeting that occurs prior to BRSP's 2023 annual stockholders' meeting.
−Removed: In addition, the Company is subject to customary standstill restrictions, including an obligation not to initiate or make stockholder proposals, nominate directors or participate in proxy solicitations, until the beginning of the advance notice window for BRSP's 2023 annual meeting.
−Removed: Except as aforementioned, the Company may vote its shares in its sole discretion in any votes of BRSP’s stockholders and is prohibited from acquiring additional BRSP shares.
−Removed: Disposition —In 2022 and 2020, there were no dispositions of the Company's BRSP shares.
−Removed: In August 2021, the Company sold 9,487,500 BRSP shares through a secondary offering by BRSP for net proceeds of approximately $ 81.8 million, after underwriting discounts.
−Removed: A net gain was recognized in equity method earnings within continuing operations of $ 7.6 million (including basis difference associated with the BRSP shares disposed, as discussed below).
−Removed: OTTI —In the third and fourth quarters of 2022 and second quarter of 2020, the Company determined that its investment in BRSP was other-than-temporarily impaired and recorded impairment charges, included in equity method losses, of $ 60.4 million in 2022 and $ 274.7 million in 2020.
−Removed: In 2022, the Company determined that given the continuing market volatility, its anticipated hold period for its investment in BRSP may not be sufficient to allow for a recovery of BRSP's stock price relative to the Company's carrying value of its investment in BRSP.
−Removed: In 2020, concerns over the likelihood of a near term recovery of BRSP's stock price stemmed from then uncertainties surrounding the pandemic and its effect on the economy and equity markets.
−Removed: The OTTI charge was measured as the excess of carrying value over market value of the Company's investment in BRSP based upon BRSP's closing stock price on December 30, 2022, the last trading day of the quarter, and on June 30, 2020, respectively.
−Removed: There was no OTTI in 2021 as the fair value of the Company's investment in BRSP was in excess of its carrying value.
−Removed: As a result of the impairment charge, the carrying value of the Company's investment in BRSP as of December 31, 2022 represents a non-recurring fair value that was measured under the Level 1 fair value hierarchy.
−Removed: Basis Difference —The Company recorded impairment charges on its investment in BRSP in 2022, 2020 and 2019, with each instance resulting in a basis difference between the Company's carrying value of its investment in BRSP (based upon BRSP's share price at the time of impairment) and the Company's proportionate share of BRSP's book value of equity at the time of impairment.
−Removed: The impairment charges were applied to the Company's investment in BRSP as a whole and were not determined based upon an impairment assessment of individual assets held by BRSP.
−Removed: Therefore, the impairment charges were generally allocated on a relative fair value basis across BRSP's various investments.
−Removed: Accordingly, for any subsequent resolutions or write-downs taken by BRSP on these investments, the Company's share thereof is not recorded as an equity method loss but is applied to reduce the basis difference until such time the basis difference in connection with the respective investments has been fully eliminated.
−Removed: Upon resolution of these investments by BRSP or upon the Company's disposition of its shares in BRSP, the basis difference related to resolved investments or the proportion of basis difference associated with the BRSP shares disposed is applied to calculate the Company's share of net gain or loss resulting from such resolution or disposition.
−Removed: The Company increased its share of net earnings or reduced its share of net losses from BRSP by $ 17.0 million in 2022, $ 110.3 million in 2021 and $ 83.9 million in 2020, representing the basis difference allocated to investments that were resolved or impaired by BRSP during these periods.
−Removed: The basis difference balance at December 31, 2022 was $ 210.7 million.
−Removed: Carried Interest
−Removed: The carried interest on balance sheet date represents unrealized carried interest in connection with sponsored funds that are currently in the early stage of their lifecycle.
−Removed: Unrealized carried interest may be subject to reversal until such time it is realized.
−Removed: Carried interest allocation is presented gross of accrued carried interest compensation (Note 7).
+Added: Loans receivable — 133,307
+Added: 1,993,182 1,051,518
+Added: Equity investments of consolidated funds
+Added: Marketable equity securities 66,297 139,076
+Added: Other investments 416,614 46,769
+Added: $ 2,476,093 $ 1,237,363
+Added: (1) Equity method investments in the Investment Management segment are $ 726.1 million at December 31, 2023 and $ 393.4 million at December 31, 2022..
+Added: Equity Method Investments
+Added: Principal Investments
+Added: Principal investments represent investments in the Company's sponsored investment vehicles, accounted for as equity method investments as the Company exerts significant influence in its role as general partner.
+Added: The Company typically has a small percentage interest in its sponsored funds as general partner or special limited partner (presented in the Investment Management segment).
+Added: The Company also has additional investment as general partner affiliate alongside the funds' limited partners, primarily with respect to the Company's flagship value-add funds, InfraBridge funds and funds invested in DataBank (presented within Corporate and Other).
+Added: The Company's proportionate share of net income (loss) from investments in its sponsored investment vehicles, primarily unrealized gain (loss) from changes in fair value of the underlying fund investments, is recorded in principal investment income on the consolidated statements of operations.
+Added: Carried Interest Allocation
+Added: Carried interest allocation represents a disproportionate allocation of returns to the Company, as general partner or special limited partner (which may be paid to the special limited partner entity owned by the Company in place of the general partner entity), based upon the extent to which cumulative performance of a sponsored fund exceeds minimum return hurdles.
+Added: Carried interest allocation generally arises when appreciation in value of the underlying investments of the fund exceeds the minimum return hurdles, after factoring in a return of invested capital and a return of certain costs of the fund pursuant to terms of the governing documents of the fund.
+Added: The amount of carried interest allocation recognized is based upon the cumulative performance of the fund if it were liquidated as of the reporting date.
+Added: Unrealized carried interest allocation is driven primarily by changes in fair value of the underlying investments of the fund, which may be affected by various factors, including but not limited to:
+Added: the financial performance of the portfolio company, economic conditions, foreign exchange rates, comparable transactions in the market, and equity prices for publicly traded securities.
+Added: For funds that have exceeded the minimum return hurdle but have not returned all capital to the limited partners, unrealized carried interest allocation may be subject to reversal over time as preferred returns continue to accrue on unreturned capital.
+Added: Realization of carried interest allocation occurs upon disposition of all underlying investments of the fund, or in part with each disposition.
+Added: Generally, carried interest allocation is distributed upon profitable disposition of an investment if at the time of distribution, cumulative returns of the fund exceed minimum return hurdles.
+Added: Depending on the final realized value of all investments at the end of the life of a fund (and, with respect to certain funds, periodically during the life of the fund), if it is determined that cumulative carried interest allocation distributed has exceeded the final carried interest allocation amount earned (or amount earned as of the calculation date), the Company is obligated to return the excess carried interest allocation received.
+Added: Therefore, carried interest allocation distributed may be subject to clawback if decline in investment values results in cumulative performance of the fund falling below minimum return hurdles in the interim period.
+Added: If it is determined that the Company has a clawback obligation, a liability would be established based upon a hypothetical liquidation of the net assets of the fund at reporting date.
+Added: The actual determination and required payment of any clawback obligation would generally occur after final disposition of the investments of the fund or otherwise as set forth in the governing documents of the fund.
+Added: Carried interest allocation on the balance sheet date represents unrealized carried interest allocation in connection with sponsored funds that are currently in the early stage of their lifecycle.
+Added: Carried interest allocation is presented gross of management allocation.
Carried Interest Distributed
−Removed: In the second half of 2022, $ 152.5 million of carried interest was distributed and recognized in equity method earnings.
−Removed: $ 119.8 million of the distributed carried interest was allocated to current and former employees and to Wafra (Note 10), recorded as carried interest compensation and amounts attributable to noncontrolling interests (Note 16).
+Added: Carried interest of $ 28.4 million in 2023 and $ 152.5 million in 2022 was distributed and recognized in carried interest allocation on the consolidated statement of operations.
+Added: Of the distributed carried interest, $ 0.8 million in 2023 and $ 119.8 million in 2022 was allocated to current and former employees and to Wafra (Note 9), recorded as either carried interest compensation, other loss, or amounts attributable to noncontrolling interests (Note 16).
+Added: There was no carried interest distribution in 2021.
Clawback Obligation
−Removed: Carried interest distributions may be subject to clawback if decline in investment values results in cumulative performance of the fund falling below minimum return hurdles in the interim period.
−Removed: At December 31, 2022, the Company does not have a liability for clawback obligations on distributed carried interest.
−Removed: With respect to funds that have distributed carried interest, if in the event all of their investments are deemed to have no value, the likelihood of which is remote, carried interest distributions of $ 75.1 million would be subject to clawback as of December 31, 2022, of which $ 58.4 million would be the responsibility of the employee and former employee recipients.
−Removed: For this purpose, a portion of the carried interest allocated is generally held back from these recipients at the time of distribution.
+Added: The Company did not have a liability for clawback obligations on carried interest allocation distributed as of December 31, 2023 and 2022.
+Added: With respect to funds that have distributed carried interest, if in the event all of their investments are deemed to have no value, the likelihood of which is remote, all of the carried interest distributed to-date of $ 180.9 million would be subject to clawback as of December 31, 2023, of which $ 120.6 million would be the responsibility of the employee/former employee recipients and Wafra.
+Added: For this purpose, a portion of carried interest distributed is generally held back from employees and former employees at the time of distribution.
+Added: The amount withheld resides in entities outside of the Company.
+Added: Generally, the Company, through the OP, has guaranteed the clawback obligation of its subsidiaries that act as general partner or special limited partner of its respective sponsored funds, for the benefit of these funds and their limited partners.
+Added: Other Equity Investments
+Added: Other equity investments include investments warehoused potentially for future sponsored funds, a marketable equity security and equity interest in a non-traded REIT (Note 10), as well as an investment in a managed account.
+Added: These investments are generally carried at fair value or under the measurement alternative, which is at cost, adjusted for impairment and observable price changes.
+Added: Dividends or other distributions from these investments are recorded in other income, while changes in the value of these investments are recorded in other gain (loss) on the consolidated statements of operations.
+Added: Debt Investments
+Added: Debt investments are composed of subordinated notes in a third party collateralized loan obligation ("CLO") and at December 31, 2022, loans receivable.
+Added: Interest income from debt investments are recorded in other income.
+Added: CLO Subordinated Notes
+Added: In the third quarter of 2022, bank syndicated loans that the Company previously warehoused were transferred into a third party warehouse entity at their acquisition price totaling $ 232.7 million, and securitized through the issuance of CLO securities.
+Added: The corresponding warehouse facility of $ 172.5 million was concurrently repaid.
+Added: The CLO is sponsored and managed by the third party.
+Added: The Company acquired all of the subordinated notes of the CLO, which are classified as AFS debt securities.
+Added: The CLO has a stated legal final maturity of 2035.
+Added: Following the end of the non-call period in October 2024, the subordinated notes may be redeemed by the Company (in whole, not in part) upon redemption of the secured notes by secured noteholders (in whole, not in part), if there is sufficient proceeds from sale of collateral assets, including payment of expenses therewith.
+Added: The redemption price for the subordinated notes is equal to its share of excess interest and principal proceeds payable.
+Added: The balance of the CLO subordinated notes is summarized as follows:
+Added: Amortized Cost without Allowance for Credit Loss
+Added: Allowance for Credit Loss Gross Cumulative Unrealized
+Added: (in thousands) Gains Losses Fair Value
+Added: At December 31, 2023 and 2022 $ 50,927 $ — $ — $ — $ 50,927
+Added: In estimating fair value of the CLO subordinated notes, the Company used a benchmarking approach by looking to the implied credit spreads derived from observed prices on recent comparable CLO issuances, and also considering the current size and diversification of the CLO collateral pool, and projected return on the subordinated notes.
+Added: Based upon these data points, the Company determined that the issued price of the subordinated notes in September 2022 was a reasonable representation of its fair value at December 31, 2023 and 2022 , classified as Level 3 of the fair value hierarchy.
+Added: Loans Receivable
+Added: At December 31, 2023, there was no outstanding balance on loans receivable.
+Added: Activities in the loans receivable balance is discussed in Note 10.
+Added: Equity Investments of Consolidated Funds
+Added: The Company consolidates sponsored funds in which it has more than an insignificant equity interest in the fund as general partner, as discussed in Note 15.
+Added: Equity investments of consolidated funds are composed primarily of marketable equity securities held by funds in the liquid securities strategy and investment in Vantage SDC post-deconsolidation.
+Added: Equity investments of consolidated funds are carried at fair value with changes in fair value recorded in other gain (loss) on the consolidated statements of operations.
Combined Financial Information of Equity Method Investees
−Removed: The following tables present selected combined financial information of the Company's equity method investees, excluding investees classified as held for disposition.
+Added: The following tables present selected combined financial information of the Company's equity method investees, excluding investees classified as discontinued operations.
Amounts presented represent combined totals at the investee level and not the Company's proportionate share.
4 unchanged sentences
Owners' equity 37,649,560 22,428,410
−Removed: Noncontrolling interests 1,256 36,027
Selected Combined Statements of Operations Information
3 unchanged sentences
Net income (loss) 2,976,972 2,150,989 771,962
−Removed: Net income (loss) attributable to noncontrolling interests 1,001 ( 3,535 ) ( 34,602 )
−Removed: Net income (loss) attributable to owners 2,196,777 670,916 ( 288,456 )
−Removed: Investment and Lending Commitments
−Removed: Sponsored Funds
−Removed: At December 31, 2022, the Company had unfunded commitments to its sponsored funds of $ 112.2 million, including commitments to a consolidated fund.
−Removed: Loans Receivable
−Removed: The Company's DataBank subsidiary has lending commitments to a borrower, which is available to be drawn subject to satisfaction by the borrower of certain financial and operating metrics and an agreed upon budget.
−Removed: At December 31, 2022, the unfunded lending commitments was $ 24.2 million, of which the Company's share was $ 2.7 million, net of amounts attributable to noncontrolling interests in investment entities.
−Removed: At December 31, 2022, the borrower has not met the required criteria for further funding.
−Removed: Debt Securities
−Removed: In the third quarter of 2022, bank syndicated loans that the Company previously warehoused were transferred into a third party warehouse entity at their acquisition price totaling $ 232.7 million, and securitized through the issuance of collateralized loan obligation ("CLO") securities.
−Removed: The corresponding warehouse facility of $ 172.5 million was repaid by the Company.
−Removed: The CLO is sponsored and managed by the third party.
−Removed: The Company acquired all of the subordinated notes of the CLO, which are classified as AFS debt securities.
−Removed: The CLO has a stated legal final maturity of 2035.
−Removed: The balance of the CLO subordinated notes is summarized as follows:
−Removed: Amortized Cost without Allowance for Credit Loss
−Removed: Allowance for Credit Loss Gross Cumulative Unrealized
−Removed: (in thousands) Gains Losses Fair Value
−Removed: December 31, 2022 $ 50,927 $ — $ — $ — $ 50,927
−Removed: Goodwill, Deferred Leasing Costs and Other Intangibles
−Removed: Goodwill balance by reportable segment at both December 31, 2022 and 2021 is as follows.
+Added: Goodwill and Intangible Assets
+Added: The following table presents changes in goodwill assigned to the Investment Management reportable segment.
+Added: Year Ended December 31,
(In thousands) 2023 2022
−Removed: Investment Management (1)
−Removed: Operating 463,120
−Removed: Total goodwill $ 761,368
+Added: Beginning balance $ 298,248 $ 298,248
+Added: Business combination (Note 3)
+Added: Ending balance (1)
+Added: $ 465,991 $ 298,248
(1) Remaining goodwill deductible for income tax purposes was $ 111.8 million at December 31, 2023 and $ 122.4 million at December 31, 2022.
−Removed: Deferred Leasing Costs, Other Intangible Assets and Intangible Liabilities
−Removed: Deferred leasing costs and identifiable intangible assets and liabilities, excluding those related to assets held for disposition, are as follows.
+Added: Based on its qualitative assessment, the Company determined that there were no indicators of impairment to goodwill in 2023 and 2022.
+Added: Intangible Assets
+Added: Investment management intangible assets are composed of the following:
December 31, 2023 December 31, 2022
−Removed: (In thousands) Carrying Amount (Net of Impairment) (1)
+Added: (In thousands) Carrying Amount (1)(2)
Accumulated Amortization (1)(2)
Net Carrying Amount (1)
−Removed: Carrying Amount (Net of Impairment) (1)
+Added: Carrying Amount (1)
Accumulated Amortization (1)
Net Carrying Amount (1)
−Removed: Deferred Leasing Costs and Intangible Assets
−Removed: Deferred leasing costs and lease-related intangible assets (2)
−Removed: $ 1,239,477 $ ( 397,975 ) $ 841,502 $ 1,148,441 $ ( 256,987 ) $ 891,454
−Removed: Investment management intangibles (3)
−Removed: 164,189 ( 82,432 ) 81,757 164,189 ( 61,435 ) 102,754
−Removed: Customer relationships and service contracts (4)
−Removed: 218,154 ( 62,788 ) 155,366 218,064 ( 44,496 ) 173,568
−Removed: Trade names 26,400 ( 15,656 ) 10,744 26,400 ( 11,266 ) 15,134
+Added: Investment management contracts $ 150,835 $ ( 84,824 ) $ 66,011 $ 126,868 $ ( 68,739 ) $ 58,129
+Added: Investor relationships 53,572 ( 19,190 ) 34,382 37,321 ( 13,693 ) 23,628
+Added: Trade name 4,300 ( 1,907 ) 2,393 4,300 ( 1,476 ) 2,824
1,518 ( 554 ) 964 1,518 ( 401 ) 1,117
−Removed: Total deferred leasing costs and intangible assets $ 1,655,038 $ ( 562,871 ) $ 1,092,167 $ 1,563,912 $ ( 376,285 ) $ 1,187,627
−Removed: Intangible Liabilities
−Removed: Lease intangible liabilities (2)
$ 210,225 $ ( 106,475 ) $ 103,750 $ 170,007 $ ( 84,309 ) $ 85,698
−Removed: (1) Amounts are presented net of impairments and write-offs.
−Removed: (2) Lease intangible assets are composed of in-place leases, above-market leases and tenant relationships.
−Removed: Lease-intangible liabilities are composed of below-market leases.
−Removed: (3) Composed of investment management contracts and investor relationships.
−Removed: (4) In connection with tower assets and data center services provided in the colocation data center business.
−Removed: (5) Represents primarily the value of an acquired domain name and assembled workforce in an asset acquisition.
−Removed: Impairment of Identifiable Intangible Assets
−Removed: There was no impairment on identifiable intangible assets in 2022.
−Removed: In 2021, impairment was recorded only on identifiable intangible assets held for disposition (Note 21).
−Removed: In 2020, an investment management contract was written down by $ 3.8 million to a fair value of $ 4.0 million at the time of impairment, classified as Level 3 and determined based upon the revised future net cash flows over the remaining life of the contract.
−Removed: Amortization of Intangible Assets and Liabilities
−Removed: The following table summarizes amortization of deferred leasing costs and finite-lived intangible assets and intangible liabilities:
+Added: (1) Presented net of impairments and write-offs, if any.
+Added: (2) Exclude intangible assets that were fully amortized in prior years.
+Added: (3) Represents primarily the value of an acquired domain name.
+Added: The following table summarizes amortization of finite-lived intangible assets:
Year Ended December 31,
(In thousands) 2023 2022 2021
−Removed: Net increase (decrease) to rental income (1)
−Removed: $ 273 $ ( 2,471 ) $ ( 1,989 )
−Removed: Amortization expense
−Removed: Deferred leasing costs and lease-related intangibles $ 154,116 $ 165,940 $ 75,099
−Removed: Investment management intangibles 20,997 26,028 25,285
−Removed: Customer relationships and service contracts 25,885 31,040 13,297
+Added: Investment management contracts $ 28,512 $ 16,741 $ 21,773
+Added: Investor relationships 5,474 4,256 4,256
Trade name 430 430 15,904
1 unchanged sentence
$ 34,568 $ 21,579 $ 42,047
−Removed: (1) Represents the net effect of amortizing above- and below-market leases.
−Removed: The following table presents the future amortization of deferred leasing costs and finite-lived intangible assets and intangible liabilities, excluding those related to assets and liabilities held for disposition.
+Added: There was no impairment on identifiable intangible assets in the periods presented.
+Added: Future Amortization of Intangible Assets
+Added: The following table presents the expected future amortization of finite-lived intangible assets .
Year Ending December 31,
(In thousands) 2024 2025 2026 2027 2028 2029 and thereafter Total
−Removed: Net increase (decrease) to rental income $ ( 978 ) $ ( 1,701 ) $ ( 1,603 ) $ ( 1,623 ) $ ( 1,016 ) $ 1,252 $ ( 5,669 )
−Removed: Amortization expense 153,861 123,262 111,393 104,813 93,913 469,432 1,056,674
+Added: Investment management contracts $ 24,739 $ 19,049 $ 11,449 $ 6,460 $ 3,480 $ 834 $ 66,011
+Added: Investor relationships 5,610 5,610 5,610 4,945 3,830 8,777 34,382
+Added: Trade name 430 430 430 430 430 243 2,393
+Added: Other 152 152 152 152 152 204 964
+Added: $ 30,931 $ 25,241 $ 17,641 $ 11,987 $ 7,892 $ 10,058 $ 103,750
Restricted Cash, Other Assets and Other Liabilities
Restricted Cash
−Removed: Restricted cash represents principally cash reserves that are maintained pursuant to the governing agreements of the various securitized debt of the Company and its subsidiaries.
+Added: Restricted cash represents principally cash reserves that are maintained pursuant to the governing agreements of the various securitized debt of the Company.
The following table summarizes the Company's other assets.
(In thousands) December 31, 2023 December 31, 2022
−Removed: Straight-line rents $ 42,721 $ 25,516
−Removed: Investment deposits and pending deal costs 1,377 22,238
−Removed: Prefunded capital expenditures for Vantage SDC — 24,293
−Removed: Derivative assets 11,793 944
Prepaid taxes and deferred tax assets, net $ 14,059 $ 8,642
+Added: Derivative assets — 11,793
Receivables from resolution of investment 662 14,923
−Removed: Operating lease right-of-use asset, net 329,449 349,509
−Removed: Finance lease right-of-use asset, net 120,261 131,909
−Removed: Accounts receivable, net (1)
+Added: Operating lease right-of-use asset for corporate offices
33,898 23,689
+Added: Accounts receivable, net 8,919 6,263
Prepaid expenses 2,952 2,514
1 unchanged sentence
Fixed assets, net (1)
−Removed: 14,200 17,160
Total other assets $ 78,953 $ 80,821
−Removed: (1) Includes primarily receivables from tenants.
(1) Net of accumulated depreciation of $ 7.3 million at December 31, 2023 and $ 9.8 million at December 31, 2022 .
−Removed: Accrued and Other Liabilities
−Removed: The following table summarizes the Company's accrued and other liabilities:
+Added: Other Liabilities
+Added: The following table summarizes the Company's other liabilities:
(In thousands) December 31, 2023 December 31, 2022
−Removed: Deferred income (1)
+Added: Deferred investment management fees (1)
$ 10,250 $ 6,265
−Removed: Interest payable 10,055 14,870
−Removed: Dividends payable 16,491 15,759
+Added: Interest payable on corporate debt
+Added: Common and preferred stock dividends payable 16,477 16,491
Securities sold short—consolidated funds
38,481 40,928
+Added: Due to custodians—consolidated funds
Current and deferred income tax liability
−Removed: Contingent consideration payable (Note 10)
+Added: Contingent consideration payable—InfraBridge (Note 10)
+Added: Contingent consideration payable—Wafra (Note 9)
+Added: 35,000 125,000
Warrants issued to Wafra (Note 9)
−Removed: Operating lease liability 322,930 342,510
−Removed: Finance lease liability 135,624 142,777
+Added: 39,200 17,700
+Added: Operating lease liability for corporate offices
+Added: 49,035 40,497
Accrued compensation 63,761 46,303
Accrued incentive fee and carried interest compensation 356,316 171,086
−Removed: Accrued real estate and other taxes 21,580 10,523
−Removed: Payable for Vantage SDC expansion capacity (Note 3)
−Removed: 56,889 55,896
Accounts payable and accrued expenses 13,844 25,175
Due to affiliates (Note 16)
−Removed: Other liabilities 41,881 31,048
−Removed: Accrued and other liabilities $ 1,272,096 $ 943,801
−Removed: (1) Represents primarily prepaid rental income, upfront payment received for data center installation services, and deferred investment management fees.
−Removed: Deferred investment management fees of $ 6.3 million at December 31, 2022 and $ 6.0 million at December 31, 2021 are expected to be recognized as fee income over a weighted average period of 2.9 years and 3.2 years, respectively.
−Removed: Deferred investment management fees recognized as income of $ 3.4 million and $ 0.4 million in the years ended December 31, 2022 and 2021 , respectively, pertain to the deferred management fee balance at the beginning of each respective period.
−Removed: The Company's debt balance is composed of the following components, excluding debt related to assets held for disposition that is expected to be assumed by the counterparty upon disposition, which is included in liabilities related to assets held for disposition (Note 21).
−Removed: (In thousands) Securitized Financing Facility Convertible and Exchangeable Senior Notes Investment-Level Secured Debt Total Debt
−Removed: December 31, 2022
−Removed: Debt at amortized cost
−Removed: Principal $ 300,000 $ 278,422 $ 4,634,235 $ 5,212,657
−Removed: Premium (discount), net — ( 1,293 ) 10,713 9,420
−Removed: Deferred financing costs ( 7,829 ) ( 388 ) ( 57,720 ) ( 65,937 )
10,664 12,451
−Removed: December 31, 2021
−Removed: Debt at amortized cost
−Removed: Principal $ 300,000 $ 338,739 $ 4,283,983 $ 4,922,722
−Removed: Premium (discount), net — ( 3,091 ) 17,629 14,538
−Removed: Deferred financing costs ( 8,606 ) ( 1,384 ) ( 66,868 ) ( 76,858 )
−Removed: $ 291,394 $ 334,264 $ 4,234,744 $ 4,860,402
−Removed: The following table summarizes certain key terms of the Company's debt.
−Removed: Fixed Rate Variable Rate Total
−Removed: ($ in thousands) Outstanding Principal Weighted Average Interest Rate (Per Annum) (1)
−Removed: Weighted Average Years Remaining to Maturity (2)
−Removed: Outstanding Principal Weighted Average Interest Rate (Per Annum) (1)
−Removed: Weighted Average Years Remaining to Maturity (2)
−Removed: Outstanding Principal Weighted Average Interest Rate (Per Annum) (1)
−Removed: Weighted Average Years Remaining to Maturity (2)
−Removed: December 31, 2022
−Removed: Secured Fund Fee Revenue Notes (3)
−Removed: $ 300,000 3.93 % 3.7 $ — NA 3.7 $ 300,000 3.93 % 3.7
−Removed: Convertible and exchangeable senior notes 278,422 5.21 % 0.9 — NA NA 278,422 5.21 % 0.9
−Removed: 578,422 — 578,422
−Removed: Investment-Level Secured Debt
−Removed: Operating segment 3,640,235 2.43 % 3.1 993,500 8.41 % 2.6 4,633,735 3.71 % 3.0
−Removed: Other — NA NA 500 5.96 % 1.6 500 5.96 % 1.6
−Removed: 3,640,235 994,000 4,634,235
−Removed: $ 4,218,657 $ 994,000 $ 5,212,657
−Removed: December 31, 2021
−Removed: Secured Fund Fee Revenue Notes (3)
−Removed: $ 300,000 3.93 % 4.7 $ — NA 4.7 $ 300,000 3.93 % 4.7
+Added: Other liabilities 16,974 5,152
+Added: Other liabilities $ 681,451 $ 546,923
+Added: (1) Deferred investment management fees are expected to be recognized as fee revenue over a weighted average period of 3.0 years as of December 31, 2023 and 2.9 years as of December 31, 2022.
+Added: Deferred investment management fees recognized as income of $ 3.3 million and $ 3.4 million in the year ended December 31, 2023 and 2022, respectively, pertain to the deferred management fee balance at the beginning of each respective period.
+Added: The Company's corporate debt is composed of a securitized financing facility and senior notes issued by DigitalBridge Group, Inc.
+Added: or the OP that are recourse to the Company, as discussed further below.
+Added: The Company may also have investment level financings that are non-recourse to DBRG such as debt within consolidated funds and secured debt on warehoused investments.
+Added: There was no investment-level debt at December 31, 2023.
+Added: December 31, 2023 December 31, 2022
+Added: (In thousands) Principal Premium (Discount), net Deferred Financing Cost Amortized Cost Principal Premium (Discount), net Deferred Financing Cost Amortized Cost
+Added: Corporate debt
+Added: Securitized financing facility $ 300,000 — ( 5,733 ) $ 294,267 $ 300,000 — ( 7,829 ) $ 292,171
Convertible and exchangeable senior notes 78,422 ( 810 ) ( 96 ) 77,516 278,422 ( 1,293 ) ( 388 ) 276,741
−Removed: 338,739 5.31 % 2.2 — NA NA 338,739 5.31 % 2.2
378,422 ( 810 ) ( 5,829 ) 371,783 578,422 ( 1,293 ) ( 8,217 ) 568,912
−Removed: Investment-Level Secured Debt
−Removed: Operating segment 3,646,466 2.44 % 4.1 571,017 5.74 % 4.0 4,217,483 2.88 % 4.1
−Removed: Other — NA NA 66,500 1.31 % 1.6 66,500 1.31 % 1.6
−Removed: 3,646,466 637,517 4,283,983
+Added: Investment-level debt — — — — 500 — ( 35 ) 465
$ 378,422 $ ( 810 ) $ ( 5,829 ) $ 371,783 $ 578,922 $ ( 1,293 ) $ ( 8,252 ) $ 569,377
−Removed: (1) Calculated based upon outstanding debt principal at balance sheet date.
−Removed: For variable rate debt, weighted average interest rate is calculated based upon the applicable index plus spread at balance sheet date.
−Removed: (2) Calculated based upon anticipated repayment dates for notes issued under securitization financing;
−Removed: otherwise based upon initial maturity dates, or extended maturity dates if extension criteria are met for extensions that are at the Company's option.
−Removed: (3) Represent obligations of special-purpose subsidiaries of the OP as co-issuers and certain other special-purpose subsidiaries of DBRG, and secured by assets of these special-purpose subsidiaries, as further described below.
−Removed: DBRG and the OP are not guarantors to the debt.
−Removed: (4) Excludes the 5.375 % exchangeable senior notes issued by NRF Holdco that were classified as held for disposition (Note 21) and subsequently assumed by the acquirer in February 2022.
Securitized Financing Facility
4 unchanged sentences
The Series 2021-1 Notes were issued under an Indenture dated July 2021, as amended in April 2022, that allows the Co-Issuers to issue additional series of notes in the future, subject to certain conditions.
−Removed: The Series 2021-1 Notes had replaced the Company's previous corporate credit facility.
+Added: The Series 2021-1 Notes replaced the Company's previous corporate credit facility.
The Series 2021-1 Notes represent obligations of the Co-Issuers and certain other special-purpose subsidiaries of DBRG, and neither DBRG, the OP nor any of its other subsidiaries are liable for the obligations of the Co-Issuers.
−Removed: The Series 2021-1 Notes are secured by investment management fees earned by subsidiaries of DBRG, equity interests in certain digital portfolio companies and limited partnership interests in certain digital funds managed by subsidiaries of DBRG, as collateral.
+Added: The Series 2021-1 Notes are secured by net investment management fees earned by subsidiaries of DBRG, equity interests in portfolio companies in the Operating segment and limited partnership interests in certain sponsored funds held by subsidiaries of DBRG, as collateral.
The Class A-2 Notes bear interest at a rate of 3.933 % per annum, payable quarterly.
−Removed: The VFN bear interest generally based upon 1-month Adjusted Term Secured Overnight Financing Rate or SOFR (prior to April 2022, 3-month LIBOR) or
−Removed: an alternate benchmark as set forth in the purchase agreement of the VFN plus 3 %.
−Removed: Unused amounts under the VFN facility is subject to a commitment fee of 0.5 % per annum.
+Added: The VFN bear interest generally based upon 1-month Adjusted Term Secured Overnight Financing Rate or SOFR (prior to April 2022, 3-month LIBOR) or an alternate benchmark as set forth in the purchase agreement of the VFN plus 3 %.
+Added: Unused capacity under the VFN facility is subject to a commitment fee of 0.5 % per annum.
The final maturity date of the Class A-2 Notes is in September 2051, with an anticipated repayment date in September 2026.
8 unchanged sentences
Convertible and Exchangeable Senior Notes
−Removed: Convertible and exchangeable senior notes (collectively, the senior notes) are composed of the following, each representing senior unsecured obligations of DigitalBridge Group, Inc.
−Removed: or a subsidiary as the respective issuers of the senior notes:
+Added: Convertible and exchangeable senior notes (collectively, the senior notes) are composed of the following, representing senior unsecured obligations of DigitalBridge Group, Inc.
+Added: or the OP as issuers of the senior notes:
Description Issuance Date Due Date Interest Rate (per annum) Conversion or Exchange Price (per share of common stock) Conversion or Exchange Ratio
3 unchanged sentences
Issued by DigitalBridge Group, Inc.
−Removed: 5.00% Convertible Senior Notes April 2013 April 15, 2023 5.00 % $ 63.02 15.8675 3,174 April 22, 2020 $ 200,000 $ 200,000
+Added: 5.00 % Convertible Senior Notes (2)
+Added: April 2013 April 15, 2023 5.00 % $ 63.02 15.8675 3,174 April 22, 2020 $ — $ 200,000
Issued by DigitalBridge Operating Company, LLC
−Removed: 5.75% Exchangeable Senior Notes July 2020 July 15, 2025 5.750 % 9.20 108.6956 8,524 July 21, 2023 78,422 138,739
+Added: 5.75 % Exchangeable Senior Notes
+Added: July 2020 July 15, 2025 5.75 % 9.20 108.6956 8,524 July 21, 2023 78,422 78,422
$ 78,422 $ 278,422
−Removed: (1) The conversion or exchange rate for the senior notes is subject to periodic adjustments to reflect certain carried-forward adjustments relating to common stock splits, reverse stock splits, common stock adjustments in connection with spin-offs and cumulative cash dividends paid on the Company's common stock since the issuances of the respective senior notes.
−Removed: The conversion or exchange ratios are presented in shares of common stock per $ 1,000 principal of each senior note.
−Removed: The senior notes mature on their respective due dates, unless earlier redeemed, repurchased, converted or exchanged, as applicable.
−Removed: The outstanding senior notes are convertible or exchangeable at any time by holders of such notes into shares of the Company’s common stock at the applicable conversion or exchange rate, which is subject to adjustment upon occurrence of certain events.
−Removed: To the extent certain trading conditions of the Company’s common stock are met, the senior notes are redeemable by the applicable issuer thereof in whole or in part for cash at any time on or after their respective earliest redemption dates at a redemption price equal to 100 % of the principal amount of such senior notes being redeemed, plus accrued and unpaid interest (if any) up to, but excluding, the redemption date.
−Removed: In the event of certain change in control transactions, holders of the senior notes have the right to require the applicable issuer to purchase all or part of such holder's senior notes for cash in accordance with terms of the governing documents of the respective senior notes.
+Added: (1) The conversion or exchange ratio for the senior notes is subject to periodic adjustments to reflect certain carried-forward adjustments relating to common stock splits, reverse stock splits, common stock adjustments in connection with spin-offs and cumulative cash dividends paid on the Company's common stock since the issuances of the senior notes.
+Added: The ratios are presented in shares of common stock per $ 1,000 principal of each senior note.
+Added: (2) Fully repaid in April 2023.
+Added: The senior notes mature on their due dates, unless earlier redeemed, repurchased, or exchanged.
+Added: The outstanding senior notes are exchangeable at any time by holders of such notes into shares of the Company’s common stock at the applicable exchange rate, which is subject to adjustment upon occurrence of certain events.
+Added: To the extent certain trading conditions of the Company’s common stock are met, the senior notes are redeemable by the issuer in whole or in part for cash at any time on or after their earliest redemption dates at a redemption price equal to 100 % of the principal amount of such senior notes being redeemed, plus accrued and unpaid interest (if any) up to, but excluding, the redemption date.
+Added: In the event of certain change in control transactions, holders of the senior notes have the right to require the issuer to purchase all or part of such holder's senior notes for cash in accordance with terms of the governing documents of the senior notes.
Exchange of Senior Notes For Common Stock and Cash
−Removed: DBRG and the OP completed separate privately negotiated exchange transactions with certain noteholders of the 5.75 % exchangeable notes, as follows:
−Removed: Principal of 5.75% Exchangeable Notes Exchanged
−Removed: Consideration for Exchange
−Removed: (In thousands) Class A Common Stock Issued Cash Paid
−Removed: March 2022 $ 60,317 6,389 $ 13,887
−Removed: October and November 2021 161,261 18,341 —
−Removed: $ 221,578 24,730 $ 13,887
−Removed: The March 2022 exchanges resulted in a debt extinguishment loss of $ 133.2 million, calculated as the excess of consideration paid over the carrying value of the notes exchanged, and recorded in other loss on the consolidated statement of operations.
−Removed: Consideration was measured at fair value based upon the closing price of the Company's class A common stock on the date of the respective exchanges, and cash paid, net of transaction costs.
−Removed: Unlike the exchange transactions in 2021, the March 2022 exchanges did not qualify for debt conversion accounting and were treated as a debt extinguishment as the Company issued less than the number of shares issuable under the stated exchange ratio of 108.696 shares per $1,000 of note principal exchanged.
−Removed: The exchange transactions in the fourth quarter of 2021 were treated as debt conversions that resulted in a debt conversion expense of $ 25.1 million, recorded as interest expense, as the original exchange ratio was adjusted to account for savings on avoided future interest payments otherwise due to the noteholders.
−Removed: The debt conversion expense represents the shares of the Company's class A common stock issued in excess of such shares issuable pursuant to the original exchange ratio, and measured at fair value based upon the closing price of the Company's class A common stock on the date of the respective exchanges.
−Removed: Investment-Level Secured Debt
−Removed: These are investment level financing that are non-recourse to the Company and secured by data center portfolios held by subsidiaries in the Operating segment, and at December 31, 2021, also secured by previously warehoused loans receivable.
−Removed: At December 31, 2022, the subsidiaries in the Operating segment were in compliance with the financial covenants underlying their respective investment-level secured debt.
−Removed: While there were no securitization activities in 2022, in 2021, however, subsidiaries in the Operating segment refinanced or raised additional debt through new securitization transactions, as follows.
−Removed: In March 2021 and October 2021, DataBank raised $ 657.9 million and $ 332 million of 5-year securitized notes at blended fixed rates of 2.32 % and 2.43 % per annum, respectively.
−Removed: Proceeds from the March securitization were applied principally to refinance $ 514 million of outstanding debt, which meaningfully reduced DataBank's overall cost of debt and extended its debt maturities, while the October proceeds were used to repay borrowings on its credit facility and to finance future acquisitions.
−Removed: In November 2021, Vantage SDC issued $ 530 million of 5-year securitized notes at a blended fixed rate of 2.17 % per annum.
−Removed: Proceeds were applied to replace its current bridge financing and fund capital expenditures on the September 2021 add-on acquisition as well as to fund payments for future build-out and lease-up of expansion capacity.
+Added: There were no exchange transactions in 2023.
+Added: In March 2022, DBRG and the OP completed separate privately negotiated exchange transactions with certain noteholders of the 5.75 % exchangeable notes.
+Added: The Company exchanged in aggregate $ 60.3 million of outstanding principal of the 5.75 % exchangeable notes into 6,389,366 shares of the Company's class A common stock and paid $ 13.9 million of cash.
+Added: The exchanges resulted in a debt extinguishment loss of $ 133.2 million, calculated as the excess of consideration paid over the carrying value of the notes exchanged, and recorded in other loss on the consolidated statement of operations.
+Added: Consideration was measured at fair value based upon the closing price of the Company's class A
+Added: common stock on the date of the respective exchanges, and cash paid, net of transaction costs.
+Added: The exchanges did not qualify as debt conversion and were treated as debt extinguishment as the Company issued less than the number of shares issuable under the stated exchange ratio of 108.696 shares per $1,000 of note principal exchanged.
Future Minimum Principal Payments
−Removed: The following table summarizes future scheduled minimum principal payments of debt at December 31, 2022, excluding debt classified as held for disposition (Note 21).
−Removed: Future debt principal payments are presented based upon anticipated repayment dates for notes issued under securitization financing, or based upon initial maturity dates or extended maturity dates if extension criteria are met at December 31, 2022 for extensions that are at the Company's option.
−Removed: Year Ending December 31,
+Added: The following table summarizes future scheduled minimum principal payments of debt at December 31, 2023 .
+Added: Future debt principal payments are presented based upon anticipated repayment dates for notes issued under securitization financing.
(In thousands) 2024 2025 2026 2027 2028 Total
−Removed: Secured fund fee revenue notes $ — $ — $ — $ 300,000 $ — $ 300,000
−Removed: Convertible and exchangeable senior notes 200,000 — 78,422 — — 278,422
−Removed: Investment-level secured debt
−Removed: Operating segment 228,792 879,003 1,175,250 1,750,690 600,000 4,633,735
−Removed: Other — 500 — — — 500
−Removed: Total $ 428,792 $ 879,503 $ 1,253,672 $ 2,050,690 $ 600,000 $ 5,212,657
+Added: Corporate debt
+Added: Securitized financing facility $ — $ — $ 300,000 $ — $ — $ 300,000
+Added: Exchangeable senior notes — 78,422 — — — 78,422
+Added: $ — $ 78,422 $ 300,000 $ — $ — $ 378,422
Stockholders' Equity
3 unchanged sentences
Shares outstanding at December 31, 2020 41,350 120,851 183
+Added: Redemption of preferred stock ( 6,010 ) — —
+Added: Exchange of notes for class A common stock — 18,341 —
Shares issued upon redemption of OP Units — 501 —
−Removed: Repurchase of common stock, net (1)
−Removed: — ( 3,183 ) —
+Added: Conversion of class B to class A common stock — 17 ( 17 )
+Added: Shares issued pursuant to settlement liability (1)
Equity-based compensation, net of forfeitures — 1,645 —
1 unchanged sentence
Shares outstanding at December 31, 2021 35,340 142,144 166
−Removed: Redemption of preferred stock ( 6,010 ) — —
+Added: Stock repurchases ( 2,229 ) ( 4,195 ) —
Exchange of notes for class A common stock — 6,389 —
Shares issued upon redemption of OP Units — 100 —
−Removed: Conversion of class B to class A common stock — 17 ( 17 )
−Removed: Shares issued pursuant to settlement liability (2)
+Added: Shares issued for redemption of redeemable noncontrolling interest (Note 9)
Equity awards issued, net of forfeitures — 1,589 —
2 unchanged sentences
Stock repurchases ( 235 ) — —
−Removed: Exchange of notes for class A common stock — 6,389 —
Shares issued upon redemption of OP Units — 253 —
−Removed: Shares issued for redemption of redeemable noncontrolling interest (Note 10)
Equity awards issued, net of forfeitures — 4,835 —
1 unchanged sentence
Shares outstanding at December 31, 2023 32,876 163,209 166
−Removed: (1) Shares repurchased in 2020 are presented net of reissuance of 964,160 shares of class A common stock in connection with a settlement liability.
−Removed: In 2021, the liability was settled through the reissuance of some of the repurchased shares that were held in a subsidiary (Note 11).
−Removed: Shares repurchased and not reissued were cancelled.
−Removed: (2) In 2021, the settlement liability was settled through the reissuance of some of the shares previously repurchased and held in a subsidiary (Note 11).
+Added: (1) In 2021, the settlement liability was settled through the reissuance of some of the shares previously repurchased and held in a subsidiary.
Shares of class A common stock repurchased and not reissued in the settlement of the liability were subsequently cancelled.
13 unchanged sentences
All series of preferred stock are at parity with respect to dividends and distributions, including distributions upon liquidation, dissolution or winding up of the Company.
−Removed: Dividends on Series H, I and J of preferred stock are payable quarterly in arrears in January, April, July and October.
+Added: Dividends are payable quarterly in arrears in January, April, July and October.
Each series of preferred stock is redeemable on or after the earliest redemption date for that series at $ 25.00 per share plus accrued and unpaid dividends (whether or not declared) prorated to their redemption dates, exclusively at the Company’s option.
2 unchanged sentences
Under such circumstances, the preferred stock will be entitled to vote, together as a single class with any other series of parity stock upon which like voting rights have been conferred and are exercisable, to elect two additional directors to the Company’s board of directors, until all unpaid dividends have been paid or declared and set aside for payment.
−Removed: In addition, certain changes to the terms of any series of preferred stock cannot be made without the affirmative vote of holders of at least two-thirds of the outstanding shares of each such series of preferred stock voting separately as a class for each series of preferred stock.
+Added: In addition, certain changes to the terms of any series of
+Added: preferred stock cannot be made without the affirmative vote of holders of at least two-thirds of the outstanding shares of each such series of preferred stock voting separately as a class for each series of preferred stock.
Except with respect to voting rights, class A common stock and class B common stock have the same rights and privileges and rank equally, share ratably in dividends and distributions, and are identical in all respects as to all matters.
8 unchanged sentences
The DRIP Plan involves the acquisition of the Company's class A common stock either in the open market, directly from the Company as newly issued common stock, or in privately negotiated transactions with third parties.
−Removed: To date, no shares of class A common stock have been acquired under the DRIP Plan in the form of new issuances in the last three years.
+Added: No shares of class A common stock have been acquired under the DRIP Plan in the form of new issuances in the last three years.
Reverse Stock Split
In August 2022, the Company effectuated a one-for-four reverse stock split of its outstanding shares of class A and class B common stock.
−Removed: The number of authorized shares of common stock was not adjusted in connection with the reverse stock split, however, the Company intends to seek stockholder approval to make a proportional change to the number of authorized shares of class A and class B common stock at its next annual meeting of stockholders.
−Removed: Par value of common stock was proportionately increased from $ 0.01 to $ 0.04 per share.
−Removed: Common stock share and per share information, including OP Units and stock award units, as well as the Company's senior note conversion or exchange ratio in common stock shares have been revised for all periods presented to give effect to the reverse stock split.
−Removed: Stock Repurchases and Redemptions
−Removed: Pursuant to a $ 200 million stock repurchase program announced in July 2022, the Company repurchased (i) 2,228,805 shares in aggregate across Series H, I and J preferred stock at a discount for $ 52.6 million, or a weighted average price of $ 23.62 per share;
−Removed: and (ii) 4,195,020 shares of class A common stock for $ 54.9 million, or a weighted average price of $ 13.09 per share, in the third and fourth quarters of 2022.
−Removed: The program expires on June 30, 2023 and may be extended, modified, or discontinued at any time by the Company's Board of Directors.
−Removed: In 2021, the Company redeemed all of its outstanding 7.5 % Series G preferred stock in August for $ 86.8 million using proceeds from its securitized financing facility and 2,560,000 shares of its 7.125 % Series H preferred stock in November for approximately $ 64.4 million.
+Added: At that time, t he number of authorized shares of common stock was not concurrently adjusted and p ar value of common stock was proportionately increased from $ 0.01 to $ 0.04 per share.
+Added: Following stockholder approval in May 2023, the number of authorized shares of class A and class B common stock was proportionally decreased to 237,250,000 shares and 250,000 shares, respectively and p ar value of common stock was proportionately decreased from $ 0.04 to $ 0.01 per share, resulting in approximately $ 4.9 million increase in additional paid-in capital.
+Added: Stock Repurchases
+Added: Pursuant to a $ 200 million stock repurchase program announced in July 2022 that expired in June 2023:
+Added: • In 2023, the Company repurchased 235,223 shares in aggregate across Series H, I and J preferred stock for approximately $ 4.7 million, or a weighted average price of $ 20.18 per share.
+Added: • In 2022, the Company repurchased (i) 2,228,805 shares in aggregate across Series H, I and J preferred stock for $ 52.6 million, or a weighted average price of $ 23.62 per share;
+Added: and (ii) 4,195,020 shares of class A common stock for $ 54.9 million, or a weighted average price of $ 13.09 per share.
+Added: • In 2021, the Company redeemed all outstanding 7.5 % Series G preferred stock in August for $ 86.8 million using proceeds from the securitized financing facility and 2,560,000 shares of 7.125 % Series H preferred stock in November for approximately $ 64.4 million.
All redemptions were made at the liquidation preference of $ 25.00 per share.
−Removed: In January 2020, the Company settled the December 2019 redemption of its outstanding Series B and Series E preferred stock for $ 402.9 million.
−Removed: During the first quarter of 2020, pursuant to a $ 300 million stock repurchase program that expired in May 2020, the Company repurchased 3,183,301 shares of class A common stock for $ 24.6 million, or a weighted average price of $ 7.73 per share.
−Removed: With respect to preferred stock, the excess or deficit of the repurchase or redemption price over the carrying value of the preferred stock results in a decrease or increase to net income attributable to common stockholders, respectively.
+Added: The excess or deficit of the repurchase price over the carrying value of the preferred stock results in a decrease or increase to net income attributable to common stockholders, respectively.
Accumulated Other Comprehensive Income (Loss)
9 unchanged sentences
Amounts reclassified from AOCI ( 2,998 ) — 233 10,153 ( 39,779 ) ( 32,391 )
+Added: Deconsolidation of investment entities — — — ( 1,482 ) — ( 1,482 )
AOCI at December 31, 2021 2,334 5,861 — 26,502 7,686 42,383
1 unchanged sentence
Amounts reclassified from AOCI ( 200 ) ( 5,861 ) — ( 16,793 ) ( 16,082 ) ( 38,936 )
−Removed: Deconsolidation of investment entities — — — ( 1,482 ) — ( 1,482 )
AOCI at December 31, 2022 ( 295 ) — — ( 1,214 ) — ( 1,509 )
1 unchanged sentence
Amounts reclassified from AOCI 296 — — ( 1,246 ) — ( 950 )
+Added: Deconsolidation of investment entities — — — 965 — 965
AOCI at December 31, 2023 $ — $ — $ — $ 1,411 $ — $ 1,411
4 unchanged sentences
Amounts reclassified from AOCI 1,030 ( 1,364 ) ( 15,099 ) ( 15,433 )
+Added: Deconsolidation of investment entities — ( 6,297 ) — ( 6,297 )
AOCI at December 31, 2021 — 11,057 — 11,057
−Removed: Other comprehensive loss before reclassifications — ( 65,127 ) — ( 65,127 )
+Added: Other comprehensive income (loss) before reclassifications — ( 4,571 ) — ( 4,571 )
Amounts reclassified from AOCI — ( 9,501 ) — ( 9,501 )
−Removed: Deconsolidation of investment entities — ( 6,297 ) — ( 6,297 )
AOCI at December 31, 2022 — ( 3,015 ) — ( 3,015 )
−Removed: Other comprehensive loss before reclassifications — ( 4,571 ) — ( 4,571 )
+Added: Other comprehensive income (loss) before reclassifications — 884 — 884
Amounts reclassified from AOCI — ( 468 ) — ( 468 )
+Added: Deconsolidation of investment entities — 2,550 — 2,550
AOCI at December 31, 2023 $ — $ ( 49 ) $ — $ ( 49 )
1 unchanged sentence
Information about amounts reclassified out of AOCI attributable to stockholders by component is presented below.
−Removed: Such amounts are included in other gain (loss) in both continuing and discontinued operations on the statements of operations, as applicable, except for amounts related to equity method investments, which are included in equity method losses in discontinued operations.
+Added: Such amounts are included in other gain (loss) in continuing and discontinued operations on the consolidated statements of operations, as applicable, except for amounts related to equity method investments, which are included in equity method losses in discontinued operations.
(In thousands)
2 unchanged sentences
Component of AOCI reclassified into earnings 2023 2022 2021
−Removed: Relief of basis of AFS debt securities $ 5,861 $ — $ 3,595 Other gain (loss), net
−Removed: Release of foreign currency cumulative translation adjustments 16,793 ( 10,153 ) ( 225 ) Other gain (loss), net
−Removed: Unrealized gain on dedesignated net investment hedges — — 552 Other gain (loss), net
−Removed: Realized gain on net investment hedges 16,082 39,779 373 Other gain (loss), net
−Removed: Realized loss on cash flow hedges — ( 233 ) — Other gain (loss), net
−Removed: Deconsolidation of investment entities — 1,482 — Other gain (loss), net
−Removed: Release of equity in AOCI of equity method investments 200 2,998 — Equity method earnings (losses)
+Added: Relief of basis of AFS debt securities $ — $ 5,861 $ — Income (loss) from discontinued operations
+Added: Release of foreign currency cumulative translation adjustments 1,246 16,793 ( 10,153 ) Other gain (loss), net Income (loss) from discontinued operations
+Added: Realized gain on net investment hedges — 16,082 39,779 Other gain (loss), net Income (loss) from discontinued operations
+Added: Realized loss on cash flow hedges — — ( 233 ) Income (loss) from discontinued operations
+Added: Deconsolidation of investment entities ( 965 ) — 1,482 Income (loss) from discontinued operations
+Added: Release of AOCI of equity method investments ( 296 ) 200 2,998 Income (loss) from discontinued operations
Noncontrolling Interests
Redeemable Noncontrolling Interests
−Removed: The following table presents the activity in redeemable noncontrolling interests in the Company's investment management business through redemption in May 2022, as discussed below, and in open-end funds sponsored and consolidated by the Company.
+Added: The following table presents the activities in redeemable noncontrolling interests in the Company's investment management business through its redemption in May 2022 as discussed below, and in open-end funds in the liquid securities strategy consolidated by the Company.
Year Ended December 31,
12 unchanged sentences
Redeemable Noncontrolling Interest in Investment Management
−Removed: Strategic Investment in 2020
−Removed: In July 2020, the Company formed a strategic partnership with affiliates of Wafra, Inc.
−Removed: (collectively, "Wafra"), a private investment firm and a global partner for alternative asset managers, in which Wafra made a minority investment in substantially all of the Company's investment management business.
−Removed: The investment entitled Wafra to participate in approximately 31.5 % of the net management fees and carried interest generated by the investment management business.
−Removed: Pursuant to this strategic partnership, Wafra assumed directly and also indirectly through a participation interest $ 124.9 million of the Company's commitments to DigitalBridge Partners, LP ("DBP I"), and has a $ 125.0 million commitment to DigitalBridge Partners II, LP ("DBP II") that has been partially funded to-date.
+Added: On May 23, 2022, the Company redeemed the 31.5 % noncontrolling interest in its investment management business held by Wafra pursuant to a purchase and sale agreement ("PSA") entered into in April 2022.
+Added: In connection with Wafra's initial investment in the Company's investment management business in July 2020, Wafra had assumed directly and also indirectly through a participation interest $ 124.9 million of the Company's commitments to DBP I, and has a $ 125.0 million commitment to DBP II that has been partially funded to-date.
These are the Company's flagship value-add equity infrastructure funds.
Wafra had also agreed to make commitments to the Company's future funds and investment vehicles on a pro rata basis with the Company based on Wafra's percentage interest in the investment management business, subject to certain caps.
−Removed: In addition, the Company issued Wafra five warrants to purchase up to an aggregate of 5 % of the Company’s class A common stock ( 5 % at the time of the transaction, on a fully-diluted, post-transaction basis).
−Removed: Each warrant entitles Wafra to purchase up to 1,338,000 shares of the Company's class A common stock at staggered strike prices between $ 9.72 and $ 24.00 each, exercisable through July 17, 2026.
−Removed: No warrants have been exercised to-date.
−Removed: Wafra paid cash consideration of $ 253.6 million at closing in exchange for its investment in the investment management business and for the warrants.
−Removed: As previously agreed, Wafra paid additional consideration of $ 29.9 million in April 2021 based upon the investment management business having achieved a minimum run-rate of earnings before interest, tax, depreciation and amortization (as defined for the purpose of this computation) of $ 72.0 million as of December 31, 2020.
−Removed: The Compensation Committee of the Board of Directors had approved an allocation of 50 % of the contingent consideration received from Wafra as incentive compensation to management, to be paid on behalf of certain employees to fund a portion of their share of capital contributions to the DBP funds as capital calls are made for these funds.
−Removed: Compensation expense is recognized over time based upon an estimated timeline for deployment of capital by the funds, adjusted as necessary to correspond to the actual timing of capital calls to be funded by the Company on behalf of management.
−Removed: Wafra had customary minority rights and certain other structural protections designed to protect its interests, including redemption rights with respect to its investment in the investment management business and its funded commitments in certain digital funds.
−Removed: Wafra's redemption rights were subject to triggering events, including key person or cause events under the governing documents of certain digital funds.
−Removed: Redemption of Strategic Investment in 2022
−Removed: On May 23, 2022, pursuant to a purchase and sale agreement ("PSA") entered into with Wafra in April 2022:
−Removed: (a) the Company acquired Wafra's 31.5 % interest in its investment management business;
−Removed: (b) Wafra’s entitlement to carried interest in DBP II was reduced from 12.6 % to 7 %;
−Removed: and (c) with certain limited exceptions, Wafra sold or gave up its right to invest in, or receive carried interest from, future investment management products, but except as otherwise provided, retained its investment in and its allocation of carried interest from existing investment management products.
+Added: Pursuant to the PSA, Wafra’s entitlement to carried interest in DBP II was reduced from 12.6 % to 7 %, and with certain limited exceptions, Wafra sold or gave up its right to invest in, or receive carried interest from, future investment management products, but except as otherwise provided, retained its investment in and its allocation of carried interest from existing investment management products.
Consideration for the redemption of Wafra's interest consisted of:
−Removed: (i) an upfront payment of $ 388.5 million in cash (after certain net cash adjustments) and 14,435,399 shares of the Company's Class A common stock valued at $ 348.8 million based upon the closing price of the Company's class A common stock on May 23, 2022;
−Removed: and (ii) Wafra's right to earn a contingent amount between $ 90 million and $ 125 million if the Company raises fee earning equity under management (as defined in the PSA) between $ 4 billion and $ 6 billion during the period from December 31, 2021 to December 31, 2023, payable in March 2023 for portion earned in 2022 and March 2024 for any remaining portion earned in 2023, with up to 50 % payable in shares of the Company's Class A common stock at the Company's election.
−Removed: Based upon the capital raised by the Company in 2022, $ 90 million is payable to Wafra in March 2023.
+Added: (i) an upfront payment of $ 388.5 million in cash and 14,435,399 shares of the Company's Class A common stock valued at $ 348.8 million based upon the closing price of the Company's class A common stock on May 23, 2022;
+Added: and (ii) Wafra's right to earn a contingent amount up to $ 125 million if the Company raises fee earning equity under management (as defined in the PSA) up to $ 6 billion during the period from December 31, 2021 to December 31, 2023, payable in March 2023 for portion earned in 2022 and March 2024 for any remaining portion earned in 2023, with up to 50 % payable in shares of the Company's Class A common stock at the Company's election.
+Added: The Company paid Wafra in cash $ 90 million of the contingent amount in March 2023.
The carrying value of Wafra's redeemable noncontrolling interest was adjusted to fair value prior to redemption, initially based upon an estimate of consideration payable at March 31, 2022 when redemption was deemed to be probable, including the maximum potential contingent amount of $ 125 million.
This adjustment resulted in an allocation from additional paid-in capital to redeemable noncontrolling interests on the consolidated balance sheet.
−Removed: Additionally, the unrealized carried interest earnings allocated to Wafra that was retained and no longer subject to redemption was reclassified in May 2022 to permanent equity, included in noncontrolling interests in investment entities.
−Removed: In connection with the redemption, the terms of the warrants previously issued to Wafra were amended, among other things, to provide for net cash settlement upon exercise of the warrants, at election of either the Company or Wafra, if such exercise would result in Wafra beneficially owning in excess of 9.8 % of the issued and outstanding shares of the Company's class A common stock.
−Removed: Inclusion of the cash settlement feature changed the classification of the warrants from equity to liability.
+Added: The unrealized carried interest earnings allocated to Wafra that was retained and no longer subject to redemption was reclassified in May 2022 to permanent equity, included in noncontrolling interests in investment entities.
+Added: Additionally, in July 2020, the Company had also issued Wafra five warrants to purchase up to an aggregate of 5 % of the Company’s class A common stock ( 5 % at the time of the transaction, on a fully-diluted, post-transaction basis), as described further in Note 10.
+Added: In connection with the redemption, the terms of the warrants were amended, among other things, to provide for net cash settlement upon exercise of the warrants, at election of either the Company or Wafra, if such exercise would result in Wafra beneficially owning in excess of 9.8 % of the issued and outstanding shares of the Company's class A common stock.
+Added: Inclusion of the cash settlement feature changed the classification of the warrants from
+Added: equity to liability.
The warrants were remeasured to fair value prior to reclassification in May 2022, with the increase in value recorded in equity to reduce additional paid-in capital.
−Removed: Subsequent changes in fair value of the warrant liability is recorded in earnings (Note 11).
−Removed: The Company's redemption of Wafra's interest also resulted in the assumption of $ 5.2 million of deferred tax asset that now accrues to the Company.
−Removed: Following the redemption, the Chief Investment Officer of Wafra, Adel Alderbas, will serve as a senior advisor to the Company for a period of three years.
+Added: Subsequent changes in fair value of the warrant liability is recorded in earnings.
+Added: The Company's redemption of Wafra's interest in May 2022 also resulted in the assumption of $ 5.2 million of deferred tax asset that now accrues to the Company.
Noncontrolling Interests in Investment Entities
−Removed: DataBank Additional Investment
−Removed: In January 2022, a shareholder of DataBank sold its equity interest to the Company and an existing investor, resulting in an additional $ 32.0 million investment by the Company in DataBank.
−Removed: Following this transaction and additional equity funded by the shareholders of DataBank in connection with its data center acquisition in March 2022 (Note 3), the Company's interest in DataBank increased from 20 % to 21.8 % (prior to recapitalization as discussed below).
+Added: DataBank and Vantage SDC represent portfolio companies managed by the Company under its Investment Management segment with respect to equity interests owned by third party capital and, prior to deconsolidation (as discussed below) and reclassification to discontinued operations in 2023 (Note 2), were consolidated in the Company's former Operating segment.
2022 DataBank Recapitalization
−Removed: DataBank was partially recapitalized in the second half of 2022 through multiple sales of equity interest to new investors totaling $ 2.0 billion in cash.
−Removed: The Company's ownership interest in DataBank decreased from 21.8 % (as noted above) to 11.0 %.
−Removed: The Company's share of proceeds from the sale was $ 425.5 million, including its share of carried interest net of allocation to employees.
−Removed: As the transaction involved a change in ownership of a consolidated subsidiary, it was accounted for as an equity transaction.
−Removed: The difference between the book value of the Company's interest and its ownership based upon the current value of DataBank resulted in a reallocation from noncontrolling interests in investment entities to additional paid-in capital of $ 230.2 million.
−Removed: The recapitalization transaction triggered an accelerated vesting of certain profits interest units that had been issued by DataBank to its employees.
−Removed: As a result of the accelerated vesting, $ 10 million of additional equity based compensation was recorded in 2022 based upon DataBank's original grant date fair value of these awards, of which $ 7.8 million was attributable to noncontrolling interests in investment entities.
+Added: The Company began a partial recapitalization of DataBank in the second half of 2022 through multiple sales of equity interest to new investors, resulting in net proceeds to the Company of approximately $ 425.5 million, including its share of carried interest, net of allocation to employees and former employees of $ 20.1 million (the "2022 Recapitalization").
+Added: As a result of the 2022 Recapitalization, the Company's ownership decreased from 21.8 % to 11.0 % at December 31, 2022.
+Added: Upon completion of the 2022 Recapitalization, the Company reconsidered its consolidation assessment and concluded that it remained the primary beneficiary of the VIE through which it holds its interest in DataBank.
+Added: As the 2022 Recapitalization involved a change in ownership of a consolidated subsidiary, it was accounted for as an equity transaction.
+Added: The difference between the book value of the Company's interest and its ownership based upon the fair value of DataBank resulted in a reallocation from noncontrolling interests in investment entities to additional paid-in capital totaling $ 230.2 million in the third and fourth quarters of 2022.
+Added: 2023 DataBank Recapitalization and Deconsolidation
+Added: In September 2023, the Company completed the partial recapitalization of DataBank through additional sales of equity interest to new investors (the "2023 Recapitalization"), resulting in net proceeds to the Company of $ 49.4 million, including carried interest of $ 27.9 million.
+Added: As a result of the 2023 Recapitalization, the Company's ownership interest in DataBank decreased from 11.0 % to 9.87 %.
+Added: Upon completion of the 2023 Recapitalization, the Company reconsidered its consolidation assessment and concluded that it no longer held a controlling financial interest in DataBank and was no longer the primary beneficiary of the VIE through which it holds its interest in DataBank.
+Added: As a result, the Company deconsolidated DataBank effective September 14, 2023, and accounts for its remaining investment in DataBank using the equity method.
+Added: In connection with the deconsolidation, the Company realized a $ 3.7 million gain from the sale of its equity interest in the 2023 Recapitalization, and remeasured its remaining 9.87 % equity interest in DataBank at a fair value of $ 434.5 million (Note 4) based upon the pricing of the recapitalization, which resulted in an unrealized gain of $ 275.0 million.
+Added: The total gain of $ 278.7 million was recorded in other gain (loss), net on the Company's consolidated statements of operations, and is presented in Corporate and Other.
+Added: As of December 31, 2023, the Company's interest in DataBank was 9.5 % following a dilution of its interest as a result of a rights offering by DataBank in November 2023.
+Added: Vantage SDC Deconsolidation
+Added: In connection with the Company's acquisition of Vantage SDC in July 2020 and an additional data center in September 2021, the Company and its co-investors committed to acquire the future build-out of expansion capacity, along with lease-up of the expanded capacity and existing inventory, the costs of which are borne by the existing owners of Vantage SDC.
+Added: Through 2023, the cost of the expansion capacity had been funded by Vantage SDC from borrowings under its credit facilities or through cash from operations, except for a $ 122 million payment that has been deferred to December 2024 and treated as a contribution of infrastructure assets and lease intangibles by the existing owners of Vantage SDC that was funded through equity.
+Added: On December 31, 2023, there was an accelerated settlement of $ 36 million of the deferred payment through a combination of a) a reallocation of equity from DBRG and its co-investors to the existing owners at 150 %;
+Added: and b) issuance of a note payable to an existing owner.
+Added: This settlement transaction resulted in a dilution of the ownership held by DBRG and its co-investors in Vantage SDC, with DBRG's interest decreasing from 13.1 % to 12.8 %.
+Added: On December 31, 2023, in connection with the accelerated partial settlement of the deferred payment which diluted the Company's interest in Vantage SDC, certain governance changes were concurrently made at Vantage SDC.
+Added: This resulted in a dilution of the Company's voting rights and the Company is no longer deemed to control the Board of Managers of Vantage SDC.
+Added: In light of the governance changes, the Company reconsidered its consolidation assessment and concluded that it no longer held a controlling financial interest in Vantage SDC and was no longer the primary beneficiary of Vantage SDC.
+Added: As a result, the Company deconsolidated Vantage SDC effective December 31, 2023.
+Added: The Company's interest in Vantage SDC is held through two consolidated funds, which aggregated to a 38.3 % interest in Vantage SDC, of which the Company's share is 12.8 % and remaining 25.6 % is held by limited partners of the consolidated funds which represent noncontrolling interests.
+Added: In connection with the deconsolidation, the remaining interest in Vantage SDC held by the consolidated funds were remeasured at fair value of $ 393.8 million (Note 4), resulting in an immaterial difference in the remeasured value, recorded in earnings.
+Added: Effect of Deconsolidation on Financial Statement Presentation
+Added: The deconsolidation of DataBank and Vantage SDC in 2023 resulted in derecognition of $ 8.55 billion of assets, $ 5.94 billion of liabilities and $ 2.06 billion of noncontrolling interests in investment entities.
+Added: Subsequent to deconsolidation, the Company's consolidated financial statements include only its equity method investment in DataBank and its consolidated funds' investment in Vantage SDC, carried at fair value, along with noncontrolling interests representing the limited partners of the consolidated funds, and changes in fair value of these investments.
+Added: The Company's investments in DataBank and Vantage SDC are presented in Corporate and Other, consistent with the treatment and presentation of the Company's other consolidated funds and of its interest as general partner affiliate in other sponsored investment vehicles (Note 4).
Noncontrolling Interests in Operating Company
2 unchanged sentences
At the end of each period, noncontrolling interests in OP is adjusted to reflect their ownership percentage in OP at the end of the period, through a reallocation between controlling and noncontrolling interests in OP.
−Removed: Redemption of OP Units —The Company redeemed 100,220 OP Units in 2022 and 501,341 OP Units in 2021 through the issuance of an equal number of shares of class A common stock on a one -for-one basis .
+Added: Redemption of OP Units —The Company redeemed OP Units totaling 253,084 in 2023 and 100,220 in 2022 through issuance of an equal number of shares of class A common stock on a one -for-one basis.
Recurring Fair Values
Financial assets and financial liabilities carried at fair value on a recurring basis include financial instruments for which the fair value option was elected, but exclude financial assets under the NAV practical expedient.
−Removed: Fair value is categorized into a three tier hierarchy that is prioritized based upon the level of transparency in inputs used in the valuation techniques.
−Removed: Marketable Equity Securities
−Removed: Marketable equity securities with long positions of $ 155.9 million at December 31, 2022 and $ 201.9 million at December 31, 2021, included in equity investments (Note 5), and short positions of $ 40.9 million at December 31, 2022 and $ 38.0 million at December 31, 2021, included in other liabilities (Note 7), consist of publicly traded equity securities held largely by private open-end funds sponsored and consolidated by the Company.
−Removed: The equity securities of the consolidated funds comprise listed stocks primarily in the U.S.
−Removed: and to a lesser extent, in Europe, and predominantly in the technology, media and telecommunications sectors.
−Removed: These marketable equity securities are valued based upon listed prices in active markets and classified as Level 1 of the fair value hierarchy.
−Removed: Debt Securities
−Removed: At December 31, 2022, the CLO subordinated notes were carried at their recently issued price of $ 50.9 million (Note 5), which represents their current estimated fair value, classified as Level 3 of the fair value hierarchy.
−Removed: Fair value was determined using a benchmarking approach by looking to the implied credit spreads derived from observed prices on comparable CLO issuances in the fourth quarter of 2022, and also considering the current size and diversification of the CLO collateral pool and projected return on the subordinated notes.
−Removed: Equity Investment of Consolidated Fund
−Removed: A consolidated fund, investing alongside other affiliated managed funds, holds an indirect investment in a portfolio of loans.
−Removed: The investment has a fair value of $ 46.8 million at December 31, 2022, classified as Level 3 of the fair value hierarchy.
−Removed: Fair value was determined based upon discounted cash flow projections of distributions of principal and interest expected to be collected from the underlying loans, which include, but are not limited to, consideration of the financial standing and operating results of the borrowers, and applying a discount rate of 10.1 %.
+Added: Fair value is categorized into a three tier hierarchy that is prioritized based upon the level of transparency in inputs used in the
+Added: valuation techniques.
+Added: Fair Value Measurement Hierarchy
+Added: (In thousands) Level 1 Level 2 Level 3 Total
+Added: December 31, 2023
+Added: Investments (Note 4)
+Added: Other equity investments $ 17,487 $ — $ — $ 17,487
+Added: CLO subordinated notes — — 50,927 50,927
+Added: Equity investments of consolidated funds 66,297 — 416,614 482,911
+Added: Fair Value Option:
+Added: Equity method investment — — 6,700 6,700
+Added: Other liabilities
+Added: InfraBridge contingent consideration
+Added: — — 11,338 11,338
+Added: Warrants issued to Wafra
+Added: — — 39,200 39,200
+Added: Securities of consolidated funds sold short
+Added: 38,481 — — 38,481
+Added: December 31, 2022
+Added: Investments (Note 4)
+Added: Other equity investments $ 16,790 $ — $ — 16,790
+Added: CLO subordinated notes — — 50,927 50,927
+Added: Equity investments of consolidated funds 139,075 — 46,770 185,845
+Added: Fair Value Option:
+Added: Loans receivable — — 133,307 133,307
+Added: Other assets—derivative assets — 11,793 — 11,793
+Added: Other liabilities
+Added: Warrants issued to Wafra
+Added: — — 17,700 17,700
+Added: Securities of consolidated funds sold short
+Added: 40,928 — — 40,928
+Added: Equity Investments of Consolidated Funds
+Added: Equity investments of consolidated funds include marketable equity securities held by our liquid strategy funds, valued based upon listed prices in active markets, classified as Level 1, and at December 31, 2023, equity investments in digital infrastructure portfolio companies held by single asset funds.
+Added: The marketable equity securities comprise publicly listed stocks primarily in the U.S.
+Added: and to a lesser extent, in Europe, and primarily in the technology, media and telecommunications sectors.
+Added: With respect to other equity investments at December 31, 2023, fair value of an underlying portfolio company was determined using a discounted cash flow model based upon projected net operating income of the investee with an exit capitalization rate of 5.5 % and discounted at 10.4 %, classified as level 3.
+Added: Additionally, a recently acquired fund investment was valued based upon its transacted price, classified as level 2.
+Added: Prior to December 31, 2023, equity investments of consolidated funds included equity interests in pooling entities that hold a portfolio of loans, invested alongside other parallel funds within the same credit fund complex.
+Added: In December 2023, following a reorganization of the Company's ownership interest within the fund structure, the consolidated credit fund was deconsolidated.
+Added: Fair value of the fund's equity interests in the pooling entities was based upon its share of expected cash flows from the loan assets held by the pooling entities, classified as level 3.
+Added: In estimating fair value of the underlying loans, the pooling entities considered the prevailing market yields at which a third party might expect to receive on equivalent loans with similar credit risk.
+Added: Based upon a comparison to market yields, it was determined that the transacted price or par value of the loans held by the pooling entities approximated their fair value at December 31, 2022 .
+Added: Fair Value Option
+Added: Equity Method Investments
+Added: At December 31, 2023, the Company had one equity method investment under the fair value option.
+Added: Fair value was determined using a balanced application of the discounted cash flow model based upon projected earnings, discounted at 18.3 %, and comparison to market values of similar public companies.
+Added: The fair value is classified as Level 3 of the fair value hierarchy and changes in fair value are recorded in principal investment income.
+Added: Loans Receivable
+Added: At December 31, 2023, there was no outstanding loans receivable balance.
+Added: At December 31, 2022, loans receivable under fair value option consisted of an unsecured promissory note in connection with the 2022 sale of the Company's Wellness Infrastructure business (Note 2).
+Added: The note had bullet repayment of principal and accrued paid-in-kind ("PIK") interest.
+Added: Fair value of the note was $ 133.3 million, with unpaid principal balance, inclusive of PIK interest, of $ 162.0 million, classified as Level 3 in the fair value hierarchy.
+Added: In March 2023, the note was fully written down, taking into consideration foreclosure of certain assets within the Wellness Infrastructure portfolio by its mezzanine lender.
The Company's derivative instruments generally consist of:
(i) foreign currency put options, forward contracts and costless collars to hedge the foreign currency exposure of certain foreign-denominated investments or investments in foreign subsidiaries (in GBP and EUR), with notional amounts and termination dates based upon the anticipated return of capital from these investments;
−Removed: and (ii) interest rate caps and swaps to limit the exposure to changes in interest rates on various floating rate debt obligations (indexed to LIBOR or Euribor).
+Added: and (ii) interest rate caps and swaps to limit the exposure to changes in interest rates on various floating rate debt obligations (indexed to SOFR or Euribor).
These derivative contracts may be designated as qualifying hedge accounting relationships, specifically as net investment hedges and cash flow hedges, respectively.
−Removed: Fair values were $ 11.8 million (Note 16) at December 31, 2022 and $ 0.9 million at December 31, 2021 for derivative assets, included in other assets.
−Removed: There were no derivatives in a liability position at December 31, 2022 and 2021.
−Removed: At December 31, 2022, all derivative positions in both periods were non-designated hedges.
−Removed: Derivative notional amounts aggregated to the equivalent of $ 321.1 million at December 31, 2022 and $ 182.3 million at December 31, 2021 for foreign exchange contracts, and $ 2.0 billion at December 31, 2021 for interest rate contracts.
−Removed: There were no outstanding interest rate contracts at December 31, 2022.
The derivative instruments are subject to master netting arrangements with counterparties that allow the Company to offset the settlement of derivative assets and liabilities in the same currency by instrument type or, in the event of default by the counterparty, to offset all derivative assets and liabilities with the same counterparty.
Notwithstanding the conditions for right of offset may have been met, the Company presents derivative assets and liabilities with the same counterparty on a gross basis on the consolidated balance sheets.
−Removed: Realized and unrealized gains and losses on derivative instruments are recorded in other gain (loss) on the consolidated statement of operations, other than interest expense, as follows:
+Added: The Company had no outstanding derivatives at December 31, 2023.
+Added: At December 31, 2022, fair value of derivative assets was $ 11.8 million, included in other assets (Note 6), and there were no derivatives in a liability position.
+Added: All derivative positions were non-designated hedges.
+Added: At December 31, 2022, derivative notional amounts aggregated to the equivalent of $ 321.1 million for foreign exchange contracts, with no outstanding interest rate contracts.
+Added: Realized and unrealized gains and losses on derivative instruments were recorded in other gain (loss) on the consolidated statement of operations as follows:
Year Ended December 31,
2 unchanged sentences
Designated contracts
−Removed: Realized gain transferred from AOCI to earnings $ 17,334 $ 58,727 $ 414
−Removed: Unrealized gain transferred from AOCI to earnings — — 1,485
+Added: Realized gain (loss) transferred from AOCI to earnings $ — $ 17,334 $ 58,727
Non-designated contracts
4 unchanged sentences
Interest expense (2)
−Removed: Realized loss transferred from AOCI to earnings — ( 1,328 ) —
+Added: Realized gain (loss) transferred from AOCI to earnings — — ( 1,328 )
Non-designated contracts
Realized and unrealized gain (loss) in earnings — 11,533 ( 213 )
−Removed: (1) In 2022, includes unrealized gain on foreign currency contract entered into on behalf of sponsored fund, which has no net impact to the Company's earnings, as discussed in Note 16.
−Removed: (2) Represents amortization of the cost of designated interest rate caps to interest expense based upon expected hedged interest payments on variable
+Added: (1) Includes amounts related to foreign currency contract entered into on behalf of a sponsored fund, which had no net impact to the Company's earnings, (Note 16).
The Company's foreign currency and interest rate contracts are generally traded over-the-counter, and are valued using a third-party service provider.
2 unchanged sentences
As a result, derivative valuations in their entirety are classified as Level 2 of the fair value hierarchy.
−Removed: As discussed in Note 10, the Company issued five warrants to Wafra.
+Added: As discussed in Note 9, the Company had issued five warrants to Wafra in July 2020.
Each warrant entitles Wafra to purchase up to 1,338,000 shares of the Company's class A common stock at staggered strike prices between $ 9.72 and $ 24.00 each, exercisable through July 17, 2026.
No warrants have been exercised to-date.
−Removed: The warrants are carried at fair value effective May 2022 when they were reclassified from equity to liability, with subsequent changes in fair value recorded in earnings.
−Removed: At December 31, 2022, the warrants, classified as Level 3 fair value, were valued at $ 17.7 million using a Black-Scholes option pricing model, applying the following inputs:
−Removed: (a) estimated volatility for DBRG's class A common stock of 40.8 %;
+Added: The warrants are carried at fair value effective May 2022 when they were reclassified from equity to liability, with subsequent changes in fair value recorded in other gain (loss) on the consolidated statements of operations.
+Added: The warrants were valued using a Black-Scholes option pricing model, applying the following inputs:
+Added: (a) estimated volatility for DBRG's class A common stock of 37.8 % ( 40.8 % at December 31, 2022);
(b) closing stock price of DBRG's class A common stock on the last trading day of the quarter;
1 unchanged sentence
(d) remaining term to expiration of the warrants;
−Removed: and (e) risk free rate of 4.16 % per annum, derived from the daily U.S.
+Added: and (e) risk free rate of 4.11 % per annum ( 4.16 % per annum at December 31, 2022), derived from the daily U.S.
Treasury yield curve rates to correspond to the remaining term to expiration of the warrants.
−Removed: Fair value of the warrants decreased $ 63.7 million from its initial remeasurement in May 2022, recorded in other gain on the consolidated statement of operations.
−Removed: Settlement Liability
−Removed: In March 2020, the Company entered into a cooperation agreement with Blackwells Capital LLC ("Blackwells"), a stockholder of the Company.
−Removed: Pursuant to the cooperation agreement, Blackwells agreed to a standstill in its proxy contest with the Company, and to abide by certain voting commitments, including a standstill with respect to the Company until the expiration of the agreement in March 2030 and voting in favor of the Board of Directors' recommendations until the third anniversary of the agreement.
−Removed: Contemporaneously, the Company and Blackwells entered into a joint venture arrangement for the purpose of acquiring, holding and disposing of the Company's class A common stock.
−Removed: Pursuant to the arrangement, the Company contributed its class A common stock, valued at $ 14.7 million by the venture, and Blackwells contributed $ 1.47 million of cash that was then distributed to the Company, resulting in a net capital contribution of $ 13.23 million by the Company in the venture.
−Removed: All of the class A common stock held in the venture was repurchased by the Company in March 2020 (Note 9).
−Removed: Distributions from the joint venture arrangement upon dissolution effectively represent a settlement of the proxy contest with Blackwells.
−Removed: The initial fair value of the arrangement was recorded as a settlement loss on the statement of operations in March 2020, with a corresponding liability on the balance sheet, subject to remeasurement at each period end.
−Removed: The settlement liability represents the fair value of the disproportionate allocation of profits distribution to Blackwells pursuant to the joint venture arrangement.
−Removed: The profits are derived from dividend payments and appreciation in value of the Company's class A common stock, allocated between the Company and Blackwells based upon specified return hurdles.
−Removed: In June 2021, Blackwells terminated the arrangement and the joint venture was dissolved.
−Removed: The profits distribution allocated to Blackwells was valued at $ 47.0 million and paid in the form of 1.49 million shares of the Company's class A common stock, with $ 22.8 million recognized in 2021 through termination as other loss on the consolidated statement of operations.
−Removed: Fair Value Option
−Removed: The following discussion excludes loans receivable and equity method investments held for disposition which are addressed in Note 21.
−Removed: Loans Receivable
−Removed: Loans receivable held for investment are carried at fair value under the fair value option.
−Removed: At December 31, 2022, loans held for investments, which primarily consisted of an unsecured promissory note in connection with the sale of NRF Holdco (Note 22), had fair value totaling $ 137.9 million (unpaid principal balance, inclusive of paid-in-kind ("PIK") interest, of $ 167.8 million), classified as Level 3 in the fair value hierarchy.
−Removed: At December 31, 2021, loans held for investments, which primarily consisted of corporate loans and bank syndicated loans then warehoused by the Company, had fair value totaling $ 173.9 million (unpaid principal balance, inclusive of PIK interest, of $ 173.5 million), of which $ 91.0 million was classified as Level 2 and $ 82.9 million as Level 3 in the fair value hierarchy.
−Removed: During 2022, all of the warehoused loans were either transferred to the Company's new sponsored fund or securitized into a third party sponsored CLO (Note 5).
−Removed: Fair value of Level 3 loans held for investment were determined based upon discounted cash flow projections of principal and interest expected to be collected, which include, but are not limited to, consideration of the financial standing and operating results of the borrower, and applying discount rates ranging between 10.0 % to 10.5 % at December 31, 2022 and 8.9 % to 10.0 % at December 31, 2021.
−Removed: Level 2 loans held for investment at December 31, 2021 represent bank syndicated loans for which fair value was obtained from a reputable pricing service and was based upon quotations from dealers who act as market makers for these loans.
−Removed: There were no loans that were 90 days or more past due as to principal or interest at December 31, 2022 and December 31, 2021.
−Removed: As of December 31, 2022, one loan with fair value of $ 4.6 million and unpaid principal balance of $ 5.8 million has been placed on nonaccrual.
−Removed: Equity Method Investments
−Removed: At December 31, 2022 and 2021, there were no equity method investments under the fair value option other than investments held for disposition (Note 21).
−Removed: One equity method investment that was under the fair value option is accounted for as a marketable equity security beginning May 2021 following a merger of the investee into a special purpose acquisition company.
+Added: Contingent Consideration
+Added: In connection with the acquisition of InfraBridge, contingent consideration is payable if prescribed fundraising targets for InfraBridge's new global infrastructure funds are met.
+Added: In measuring the contingent consideration, the Company applied a probability-weighted approach to the likelihood of meeting various fundraising targets and discounted the estimated future contingent consideration payment at 4.9 % to derive a present value amount, classified as Level 3 of the fair value hierarchy.
+Added: Changes in Level 3 Fair Value
The following table presents changes in recurring Level 3 fair value assets held for investment.
−Removed: Realized and unrealized gains (losses) are included in other gain (loss) for loans receivable and equity method earnings (losses) for equity method investments.
−Removed: Fair Value Option Equity Investment of Consolidated Fund
−Removed: (In thousands) AFS Debt Securities Loans Held for Investment Equity Method Investments
+Added: Realized and unrealized gains (losses) are included in other gain (loss).
+Added: Level 3 Assets Level 3 Liabilities
+Added: Fair Value Option Equity Investment of Consolidated Fund Warrants InfraBridge Contingent Consideration
+Added: (In thousands) AFS Debt Securities Loans Receivable Equity Method Investments
Fair value at December 31, 2021 $ — $ 78,607 $ — $ — $ — $ —
Purchases, originations, drawdowns and contributions 50,927 370,496 — 35,566 — —
−Removed: Paydowns, distributions and sales — ( 16,470 ) ( 9,174 ) —
−Removed: Change in accounting method for equity interest — — ( 27,626 ) —
+Added: Transfer out of equity to liability — — — — 81,400 —
Change in accrued interest and capitalization of paid-in-kind interest — 5,814 — — — —
−Removed: Realized and unrealized gain (loss) in earnings, net — ( 185 ) 8,260 —
+Added: Paydowns — ( 159,501 ) — — — —
+Added: Transfer of warehoused loans to sponsored fund — ( 123,312 ) — — — —
+Added: Consolidation of sponsored fund — — — 10,536 — —
+Added: Unrealized gain (loss) in earnings, net — ( 38,797 ) — 668 ( 63,700 ) —
Fair value at December 31, 2022 $ 50,927 $ 133,307 $ — $ 46,770 $ 17,700 $ —
−Removed: Net unrealized loss in earnings on instruments held at December 31, 2021 $ — $ ( 1,114 ) $ — $ —
+Added: Net unrealized gain (loss) in earnings on instruments held at December 31, 2022 $ — $ ( 28,706 ) $ — $ 668 $ ( 63,700 ) $ —
Fair value at December 31, 2022 $ 50,927 $ 133,307 $ — $ 46,770 $ 17,700 $ —
−Removed: Purchases, originations, drawdowns and contributions 50,927 371,415 — 35,566
−Removed: Paydowns, distributions and sales
+Added: Contributions — — 20,000 85,486 — —
+Added: Consolidation of sponsored funds — — — 393,614 — —
+Added: Business combination — — — — — 10,874
+Added: Change in consolidated fund's share of equity investment (1)
— — — 1,842 — —
−Removed: Transfer of warehoused loans to sponsored fund — ( 123,312 ) — —
−Removed: Consolidation of sponsored fund — — — 10,536
−Removed: Change in accrued interest and capitalization of paid-in-kind interest — 5,814 — —
−Removed: Realized and unrealized gain (loss) in earnings, net — ( 39,401 ) — 668
+Added: Paydown of underlying loans held by equity investment of consolidated fund
+Added: — — — ( 8,109 ) — —
+Added: Unrealized gain (loss) in earnings, net — ( 133,307 ) ( 13,300 ) 2,216 21,500 464
+Added: Deconsolidation of sponsored fund — — — ( 105,205 ) — —
Fair value at December 31, 2023 $ 50,927 $ — $ 6,700 $ 416,614 $ 39,200 $ 11,338
Net unrealized gain (loss) in earnings on instruments held at December 31, 2023 $ — $ ( 133,307 ) $ ( 13,300 ) $ — $ 21,500 $ 464
+Added: (1) Represents reallocation of investment value when relative ownership of the pooling entity across its fund owners change following additional capital contributions.
Investment Carried at Fair Value Using Net Asset Value
−Removed: The Company has an investment in a non-traded healthcare REIT of $ 34.5 million at December 31, 2022 and $ 44.6 million at December 31, 2021, with no commitment for any further investment in the future.
−Removed: The investment is valued based upon actual or estimated NAV beginning October 2021 when the investee, a healthcare real estate investor/manager, was acquired in conjunction with a merger of its co-sponsored non-traded REITs.
−Removed: The transaction diluted the Company's equity interest in the investee, which was previously accounted for as an equity method investment.
−Removed: Redemption of the Company's partnership interest in the non-traded healthcare REIT is restricted until the earliest of (1) the second anniversary of the issuance to the Company of such partnership units, (2) change in control of the general partner, and (3) initial public offering of the equity of the non-traded healthcare REIT, which may be subject to further restriction on redemption by the underwriters.
+Added: The Company holds an investment in a non-traded healthcare REIT.
+Added: In early February 2024, the non-traded healthcare REIT listed its shares on the NYSE through an initial public offering.
+Added: Pursuant to a 180 day lock-up by the underwriters from the date of listing, the Company is restricted from liquidating its holdings in these securities until expiration of the lock-up period in August 2024.
+Added: The investment was carried at $ 14.7 million at December 31, 2023 using its IPO price as an indicative value and at $ 34.5 million at December 31, 2022 based upon its estimated NAV.
Nonrecurring Fair Values
−Removed: The Company measures fair value of certain assets on a nonrecurring basis when events or changes in circumstances indicate that the carrying value of the assets may not be recoverable.
−Removed: Adjustments to fair value generally result from the application of lower of amortized cost or fair value accounting for assets held for disposition or otherwise, write-down of asset values due to impairment.
−Removed: Impairment is discussed in Note 5 for equity investments and Note 21 for assets held for disposition.
+Added: The Company measures fair value of certain assets on a nonrecurring basis:
+Added: (i) on the acquisition date for business combinations;
+Added: (ii) when events or changes in circumstances indicate that the carrying value of the assets may not be recoverable;
+Added: and (iii) upon deconsolidation of a subsidiary for any retained interest.
+Added: Adjustments to fair value generally result from an application of the lower of amortized cost or fair value for assets held for disposition or otherwise, a write-down of asset values due to impairment.
+Added: There were no assets carried at nonrecurring fair value at December 31, 2023 and December 31, 2022.
Fair Value of Financial Instruments Reported at Cost
−Removed: Fair value of financial instruments reported at amortized cost, excluding those held for disposition, are presented below.
+Added: Fair value of financial instruments reported at amortized cost are presented below.
Fair Value Measurements Carrying Value
1 unchanged sentence
December 31, 2023
−Removed: Debt at amortized cost
+Added: Corporate debt
Secured fund fee revenue notes $ — $ 250,547 $ — $ 250,547 $ 294,267
−Removed: Convertible and exchangeable senior notes 304,513 — — 304,513 276,741
−Removed: Investment-level secured debt — 3,268,508 944,984 4,213,492 4,587,228
+Added: Exchangeable senior notes — 152,296 — 152,296 77,516
December 31, 2022
−Removed: Debt at amortized cost
+Added: Corporate debt
Secured fund fee revenue notes $ — $ 250,547 $ — $ 250,547 $ 292,171
Convertible and exchangeable senior notes 304,513 — 304,513 276,741
−Removed: Investment-level secured debt — 3,598,655 655,270 4,253,925 4,234,744
+Added: Non-recourse investment-level debt — — 465 465 465
Debt —Senior notes and secured fund fee revenue notes were valued using their last traded price.
−Removed: Fair value of investment-level debt were estimated by either discounting expected future cash outlays at interest rates available to the respective borrower subsidiaries for similar instruments or for securitized debt, based upon indicative bond prices quoted by brokers in the secondary market.
+Added: At December 31, 2022, carrying value of investment-level debt approximated fair value due to the short term nature of the amount drawn from a line of credit of a consolidated fund.
Other —The carrying values of cash and cash equivalents, accounts receivable, due from and to affiliates, interest payable and accounts payable generally approximate fair value due to their short term nature, and credit risk, if any, is negligible.
−Removed: Variable Interest Entities
−Removed: A VIE is an entity that lacks sufficient equity to finance its activities without additional subordinated financial support from other parties, or whose equity holders lack the characteristics of a controlling financial interest.
−Removed: The following discusses the Company's involvement with VIEs where the Company is the primary beneficiary and consolidates the VIEs or where the Company is not the primary beneficiary and does not consolidate the VIEs.
−Removed: Operating Subsidiary
−Removed: The Company's operating subsidiary, OP, is a limited liability company that has governing provisions that are the functional equivalent of a limited partnership.
−Removed: The Company holds the majority of membership interest in OP, acts as the managing member of OP and exercises full responsibility, discretion and control over the day-to-day management of OP.
−Removed: The noncontrolling interests in OP do not have substantive liquidation rights, substantive kick-out rights without cause, or substantive participating rights that could be exercised by a simple majority of noncontrolling interest members (including by such a member unilaterally).
−Removed: The absence of such rights, which represent voting rights in a limited partnership equivalent structure, would render OP to be a VIE.
−Removed: The Company, as managing member, has the power to direct the core activities of OP that most significantly affect OP's performance, and through its majority interest in OP, has both the right to receive benefits from and the obligation to absorb losses of OP.
−Removed: Accordingly, the Company is the primary beneficiary of OP and consolidates OP.
−Removed: As the Company conducts its business and holds its assets and liabilities through OP, the total assets and liabilities, earnings (losses), and cash flows of OP represent substantially all of the total consolidated assets and liabilities, earnings (losses), and cash flows of the Company.
−Removed: Company-Sponsored Private Funds
−Removed: The Company sponsors private funds and other investment vehicles as general partner for the purpose of providing investment management services in exchange for management fees and carried interest.
−Removed: These private funds are established as limited partnerships or equivalent structures.
−Removed: Limited partners of the private funds do not have either substantive liquidation rights, or substantive kick-out rights without cause, or substantive participating rights that could be exercised by a simple majority of limited partners or by a single limited partner.
−Removed: Accordingly, the absence of such rights, which represent voting rights in a limited partnership, results in the private funds being considered VIEs.
−Removed: The nature of the Company's involvement with its sponsored funds comprise fee arrangements and general partner and limited partner
−Removed: equity interests.
−Removed: The fee arrangements are commensurate with the level of management services provided by the Company, and contain terms and conditions that are customary to similar at-market fee arrangements.
−Removed: Consolidated Company-Sponsored Private Funds —The Company currently consolidates sponsored private funds in which it has more than an insignificant equity interest in the fund as general partner.
−Removed: As a result, the Company is considered to be acting in the capacity of a principal of the sponsored private fund and is therefore the primary beneficiary of the fund.
−Removed: The Company’s exposure is limited to the value of its outstanding investment in the consolidated private funds of $ 94.7 million at December 31, 2022 and $ 53.1 million at December 31, 2021.
−Removed: The liabilities of the consolidated funds may only be settled using assets of the consolidated funds, and the Company, as general partner, is not obligated to provide any financial support to the consolidated private funds.
−Removed: At December 31, 2022 and December 31, 2021, the consolidated private funds had total assets of $ 274.2 million and $ 230.6 million, respectively, and total liabilities of $ 79.6 million and $ 63.0 million, respectively, made up primarily of cash, marketable equity securities, unsettled trades, and other equity investment.
−Removed: Unconsolidated Company-Sponsored Private Funds —The Company does not consolidate its sponsored private funds where it has insignificant direct equity interests or capital commitments to these funds as general partner.
−Removed: The Company may invest alongside certain of its sponsored private funds through joint ventures between the Company and these funds, or the Company may have capital commitments to its sponsored private funds that are satisfied directly through the co-investment joint ventures as an affiliate of the general partner.
−Removed: In these instances, the co-investment joint ventures are consolidated by the Company.
−Removed: As the Company's direct equity interests in its sponsored private funds as general partner absorb insignificant variability, the Company is considered to be acting in the capacity of an agent of these funds and is therefore not the primary beneficiary of these funds.
−Removed: The Company accounts for its equity interests in unconsolidated sponsored private funds under the equity method.
−Removed: The Company's maximum exposure to loss is limited to the carrying value of its investment in the unconsolidated sponsored private funds, totaling $ 748.4 million at December 31, 2022 and $ 382.7 million at December 31, 2021, included in equity investments, and $ 1.0 million at December 31, 2022 and $ 45.4 million at December 31, 2021, included within assets held for disposition.
−Removed: Securitizations
−Removed: The Company previously securitized loans receivable and CRE debt securities using VIEs.
−Removed: Upon securitization, the Company had retained beneficial interests in the securitization vehicles, usually in the form of equity tranches or subordinate securities.
−Removed: The securitization vehicles were structured as pass-through entities that receive principal and interest on the underlying loans or debt securities and distribute those payments to the holders of the notes, certificates or bonds issued by the securitization vehicles.
−Removed: The loans and debt securities were transferred into securitization vehicles such that these assets were restricted and legally isolated from the creditors of the Company, and therefore were not available to satisfy the Company's obligations but only the obligations of the securitization vehicles.
−Removed: The obligations of the securitization vehicles did not have any recourse to the general credit of the Company and its other subsidiaries.
−Removed: The Company also acquired securities issued by securitization trusts that are VIEs.
−Removed: Unconsolidated Securitizations —The Company does not consolidate the assets and liabilities of CLOs or collateralized debt obligations ("CDOs") in which the Company has an interest but does not retain the collateral management function.
−Removed: The Company’s exposure to loss is limited to its investment in these CLOs of $ 50.9 million at December 31, 2022, or CDOs of $ 30.2 million at December 31, 2021, previously presented as debt securities within assets held for disposition prior to disposition of the CDOs in February 2022 (Note 21).
−Removed: Prior to the sale of NRF Holdco in February 2022, wholly-owned subsidiaries of NRF Holdco that were formed as statutory trusts, NorthStar Realty Finance Trust I through VIII (the “Trusts”), previously issued trust preferred securities ("TruPS") in private placement offerings and used the proceeds to purchase junior subordinated notes to evidence loans made to NRF Holdco.
−Removed: The sole assets of the Trusts consisted of a like amount of junior subordinated notes issued by the Issuer at the time of the offerings (the "Junior Notes").
−Removed: Neither the Company nor the OP was an obligor or guarantor on the Junior Notes or the TruPS.
−Removed: The Company had owned all of the common stock of the Trusts but did not consolidate the Trusts as the holders of the preferred securities issued by the Trusts were the primary beneficiaries of the Trusts.
−Removed: The Company had accounted for its interest in the Trusts under the equity method and its maximum exposure to loss was limited to its investment carrying value of $ 3.7 million at December 31, 2021.
−Removed: The Trusts were recorded as equity investments and the junior subordinated notes as debt, both previously classified as held for disposition (Note 21) .
Earnings per Share
−Removed: The following table provides the basic and diluted earnings per common share computations.
+Added: The following table presents the basic and diluted earnings per common share computations.
Year Ended December 31,
1 unchanged sentence
Net income (loss) allocated to common stockholders
−Removed: Loss from continuing operations $ ( 421,293 ) $ ( 216,823 ) $ ( 591,088 )
−Removed: Loss from continuing operations attributable to noncontrolling interests 209,589 144,184 155,340
−Removed: Loss from continuing operations attributable to DigitalBridge Group, Inc.
+Added: Income (Loss) from continuing operations attributable to DigitalBridge Group, Inc.
$ 241,279 $ ( 129,578 ) $ ( 80,312 )
−Removed: Loss from discontinued operations attributable to DigitalBridge Group, Inc.
+Added: Income (Loss) from discontinued operations attributable to DigitalBridge Group, Inc.
( 55,999 ) ( 192,219 ) ( 229,785 )
+Added: Net income (loss) attributable to DigitalBridge Group, Inc.
+Added: 185,280 ( 321,797 ) ( 310,097 )
Preferred stock repurchases/redemptions (Note 8)
1 unchanged sentence
Preferred dividends ( 58,656 ) ( 61,567 ) ( 70,627 )
−Removed: Net loss attributable to common stockholders ( 382,266 ) ( 385,716 ) ( 2,750,782 )
−Removed: Net income allocated to participating securities ( 34 ) — ( 1,250 )
−Removed: Net loss allocated to common stockholders—basic ( 382,300 ) ( 385,716 ) ( 2,752,032 )
+Added: Net income (loss) attributable to common stockholders 127,551 ( 382,266 ) ( 385,716 )
+Added: Net income (loss) allocated to participating securities ( 2,179 ) ( 34 ) —
+Added: Net income (loss) allocated to common stockholders—basic 125,372 ( 382,300 ) ( 385,716 )
Interest expense attributable to convertible and exchangeable notes (1)
−Removed: Net loss allocated to common stockholders—diluted $ ( 382,300 ) $ ( 385,716 ) $ ( 2,752,032 )
+Added: Net income (loss) allocated to common stockholders—diluted $ 130,422 $ ( 382,300 ) $ ( 385,716 )
Weighted average common shares outstanding
3 unchanged sentences
Income (loss) per share—basic
−Removed: Loss from continuing operations $ ( 1.76 ) $ ( 1.21 ) $ ( 4.33 )
−Removed: Loss from discontinued operations ( 0.71 ) ( 1.93 ) ( 18.92 )
−Removed: Net loss attributable to common stockholders per common share—basic $ ( 2.47 ) $ ( 3.14 ) $ ( 23.25 )
+Added: Income (Loss) from continuing operations $ 1.13 $ ( 1.23 ) $ ( 1.27 )
+Added: Income (Loss) from discontinued operations ( 0.35 ) ( 1.24 ) ( 1.87 )
+Added: Net income (loss) attributable to common stockholders per common share—basic $ 0.78 $ ( 2.47 ) $ ( 3.14 )
Income (loss) per share—diluted
−Removed: Loss from continuing operations $ ( 1.76 ) $ ( 1.21 ) $ ( 4.33 )
−Removed: Loss from discontinued operations ( 0.71 ) ( 1.93 ) ( 18.92 )
−Removed: Net loss attributable to common stockholders per common share—diluted $ ( 2.47 ) $ ( 3.14 ) $ ( 23.25 )
+Added: Income (Loss) from continuing operations $ 1.10 $ ( 1.23 ) $ ( 1.27 )
+Added: Income (Loss) from discontinued operations ( 0.33 ) ( 1.24 ) ( 1.87 )
+Added: Net income (loss) attributable to common stockholders per common share—diluted $ 0.77 $ ( 2.47 ) $ ( 3.14 )
(1) With respect to the assumed conversion or exchange of the Company's outstanding senior notes, the following are excluded from the calculation of diluted earnings per share as their inclusion would be antidilutive:
−Removed: (a) for the years ended December 31, 2022, 2021 and 2020, the effect of adding back interest expense of $ 16.6 million, $ 54.7 million and $ 29.9 million, respectively, and 12,901,700 , 33,849,100 and 21,869,600 of weighted average dilutive common share equivalents, respectively.
+Added: (a) for the years ended December 31, 2023, 2022 and 2021, the effect of adding back interest expense of $ 3.1 million, $ 16.6 million and $ 54.7 million, respectively, and 912,900 , 12,901,700 and 33,849,100 of weighted average dilutive common share equivalents.
Also excluded from the calculation of diluted earnings per share was $ 133.2 million of debt extinguishment loss (Note 7) for the year ended December 31, 2022.
(2) The calculation of diluted earnings per share excludes the effect of the following as their inclusion would be antidilutive:
−Removed: (a) class A common shares that are contingently issuable in relation to performance stock units (Note 15) with weighted average shares of 1,298,900 , 2,712,700 and 1,444,200 for the years ended December 31, 2022, 2021 and 2020, respectively;
+Added: (a) class A common shares that are contingently issuable in relation to performance stock units (Note 13) with weighted average shares of 1,298,900 and 2,712,700 for the years ended December 31, 2022 and 2021;
and (b) class A common shares that are issuable to net settle the exercise of warrants (Note 9) with weighted average shares of 667,400 , 1,742,800 and 2,659,400 for the years ended December 31, 2023, 2022 and 2021, respectively.
1 unchanged sentence
At December 31, 2023, 2022 and 2021, 12,375,800 , 12,628,900 and 12,613,800 of OP Units, respectively, were not included in the computation of diluted earnings per share in the respective periods presented.
−Removed: The following table presents the Company's fee income by type, excluding amounts classified as discontinued operations (Note 22).
+Added: The following table presents the Company's fee revenue by type.
Year Ended December 31,
4 unchanged sentences
3,229 — 7,174
−Removed: Total fee income $ 172,673 $ 180,826 $ 83,355
−Removed: Management Fees — The Company earns management fees for providing investment management services to its sponsored private funds and other investment vehicles, portfolio companies and managed accounts.
−Removed: Management fees are calculated generally at contractual rates ranging from 0.2 % per annum to 1.5 % per annum of investors' committed capital during the commitment period of the vehicle, and thereafter, contributed or invested capital;
−Removed: or net asset value for vehicles in the Liquid Strategies.
−Removed: Incentive Fees —The Company is entitled to incentive fees from sub-advisory accounts in its Liquid Strategies.
+Added: 2,600 2,751 5,034
+Added: Total fee revenue $ 264,117 $ 172,673 $ 180,826
+Added: Management Fees — Management fees for equity funds are calculated at contractual rates between 0.64 % per annum to 1.60 % per annum of investors' committed capital during the commitment period, and thereafter, contributed or invested capital (subject to certain reductions for NAV write-downs);
+Added: at contractual rates between 0.25 % per annum and 1.10 % per annum of invested capital from inception for Credit and co-investment vehicles;
+Added: and at contractual rates between 0.30 % per annum and 1.25 % per annum based upon NAV for vehicles in the Liquid Strategies and gross asset value for certain Infrabridge co-investment vehicles.
+Added: Also, certain co-investment vehicles charge a one-time fee upfront at contractual rates between 0.15 % and 2.00 % of committed capital, generally to be paid in tranches, but with recognition of fee revenue over the life of the vehicle.
+Added: Incentive Fees —The Company is entitled to incentive fees from sub-advisory accounts in its liquid securities strategy.
Incentive fees are determined based upon the performance of the respective accounts, subject to the achievement of specified return thresholds in accordance with the terms set out in their respective governing agreements.
−Removed: A portion of the incentive fees earned by the Company is allocable to senior management, investment professionals, and certain other employees of the Company, included in carried interest and incentive fee compensation expense.
−Removed: Other Fee Income —Other fees include primarily service fees for information technology, facilities and operational support provided to portfolio companies.
+Added: A portion of incentive fees earned by the Company is allocable to certain employees and former employees, included in carried interest and incentive fee compensation expense.
+Added: Other Fee Revenue —Other fees include primarily service fees for information technology, facilities and operational support provided to certain portfolio companies, and on a non-recurring basis, loan origination fees from co-investors.
+Added: Revenue Concentration
+Added: For the year ended December 31, 2023, revenues from three funds, including fee revenue, principal investment income and carried interest allocation, accounted for approximately 24 %, 20 %, and 15 % of the Company's total revenues.
Equity-Based Compensation
The DigitalBridge Group, Inc.
−Removed: 2014 Omnibus Stock Incentive Plan (the "Equity Incentive Plan") provides for the grant of restricted stock, performance stock units ("PSUs"), Long Term Incentive Plan ("LTIP") units, restricted stock units ("RSUs"), deferred stock units ("DSUs"), options, warrants or rights to purchase shares of the Company's common stock, cash incentives and other equity-based awards to the Company's officers, directors (including non-employee directors), employees, co-employees, consultants or advisors of the Company or of any parent or subsidiary who provides services to the Company.
+Added: 2014 Omnibus Stock Incentive Plan (the "Equity Incentive Plan") provides for the grant of restricted stock, performance stock units ("PSUs"), Long Term Incentive Plan ("LTIP") units, restricted stock units ("RSUs"), deferred stock units ("DSUs"), options, warrants or rights to purchase shares of the Company's common stock, cash incentives and other equity-based awards to the Company's officers, directors (including non-employee directors), employees, co-employees, consultants or advisors of the Company or of any parent or subsidiary who provides services to the Company, but excluding employees of portfolio companies.
Shares reserved for the issuance of awards under the Equity Incentive Plan are subject to equitable adjustment upon the occurrence of certain corporate events, provided that this number automatically increases each January 1st by 2 % of the outstanding number of shares of the Company’s class A common stock on the immediately preceding December 31st.
6 unchanged sentences
Only vested RSUs are entitled to accrued dividends declared and paid on the Company's class A common stock during the time period the RSUs are outstanding.
−Removed: Fair value of RSUs are based on the Company's class A common stock price on grant date.
−Removed: Equity-based compensation expense is recognized when it becomes probable that the performance condition will be met.
+Added: RSUs are initially valued based upon the Company's class A common stock price on grant date and not subsequently remeasured for equity-classified awards, while liability-classified awards are remeasured at fair value at the end of each reporting period until the award is fully vested.
+Added: Equity-based compensation expense is recognized over the vesting period when it becomes probable that the performance condition will be met.
+Added: A liability classified award that met its performance
+Added: condition and became fully vested over the course of 2023 was settled in cash totaling $ 3.3 million.
+Added: There was no cash settlement of awards in 2022 or 2021.
Performance Stock Units — PSUs are granted to senior executives and certain employees, and are subject to both a service condition and a market condition.
29 unchanged sentences
Risk-free rate (per annum) (4)
−Removed: (1) Represents 2.5 million LTIP units granted to the Company's Chief Executive Officer, Marc Ganzi, in connection with the Company's acquisition of Digital Bridge Holdings, LLC in July 2019, with vesting based upon achievement of the Company's class A common stock price closing at or above $ 40 over any 90 consecutive trading days prior to the fifth anniversary of the grant date.
+Added: (1) Represents 2.5 million LTIP units granted to the Company's Chief Executive Officer, Marc Ganzi, in connection with the Company's acquisition of Digital Bridge Holdings, LLC in July 2019, with vesting based upon the Company's class A common stock price closing at or above $ 40 over any 90 consecutive trading days prior to the fifth anniversary of the grant date.
(2) Based upon historical volatility of the Company's stock and those of a specified peer group.
9 unchanged sentences
Upon separation of service from the Company, vested DSUs will be settled in shares of the Company’s class A common stock.
−Removed: Fair value of DSUs are determined based on the price of the Company's class A common stock on grant date and recognized immediately if fully vested upon grant, or on a straight-line basis over the vesting period as equity based compensation expense and equity.
−Removed: Equity-based compensation cost, excluding amounts related to businesses presented as discontinued operations (Note 22), is included in the following line items on the consolidated statement of operations.
−Removed: Separately, additional compensation expense was also recorded in connection with the DataBank recapitalization transaction, as described in Note 10.
+Added: Fair value of DSUs are determined based upon the price of the Company's class A common stock on grant date and recognized immediately if fully vested upon grant, or on a straight-line basis over the vesting period as equity based compensation expense and equity.
+Added: Equity-based compensation cost pursuant to DBRG's Equity Incentive Plan is presented on the consolidated statement of operations, as follows.
Year Ended December 31,
1 unchanged sentence
2023 2022 2021
−Removed: Compensation expense (including $( 410 ) net reversal, $ 1,194 and $ 568 expense related to dividend equivalent rights)
+Added: Compensation expense (including $ 0 , $( 410 ) and $ 1,194 expense related to dividend equivalent rights)
$ 55,597 $ 31,281 $ 35,428
1 unchanged sentence
$ 55,825 $ 32,703 $ 35,650
−Removed: In 2022, the amended employment agreements for certain senior executives provided for continued vesting of their outstanding equity awards notwithstanding the expiration of their employment term.
−Removed: This modification resulted in a revaluation of their equity awards, which decreased cumulative compensation expense recognized by $ 3.3 million.
−Removed: There were no equity award modifications in connection with continuing operations in 2021 and 2020.
−Removed: Changes in the Company’s unvested equity awards are summarized below, after giving effect to the Company's one-for-four reverse stock split in August 2022.
+Added: Changes in unvested equity awards pursuant to DBRG's Equity Incentive Plan are summarized below.
Weighted Average
16 unchanged sentences
PSUs for which the total shareholder return was not met at the end of the performance period are forfeited.
−Removed: Fair value of equity awards that vested, determined based upon their respective fair values at vesting date, was $ 53.9 million in 2022, $ 68.3 million in 2021 and $ 17.9 million in 2020.
−Removed: At December 31, 2022, aggregate unrecognized compensation cost for all unvested equity awards was $ 39.5 million, which is expected to be recognized over a weighted average period of 1.6 years.
−Removed: This excludes $ 18.8 million of unvested RSUs that are not currently probable of achieving their performance conditions and have a remaining performance measurement period of 1.4 years.
−Removed: Awards Granted by Managed Companies
−Removed: Prior to the termination of the Company’s management agreement with BRSP on April 30, 2021, BRSP granted equity awards to the Company and certain of the Company's employees ("managed company awards") that typically vest over a three-year period, subject to service conditions.
−Removed: Generally, the Company granted the managed company awards that it received in its capacity as manager to its employees with substantially the same terms and service requirements.
−Removed: Such grants were made at the discretion of the Company, and the Company may consult with the board of directors or compensation committee of BRSP as to final allocation of awards to its employees.
−Removed: Managed company awards granted to the Company, pending grant by the Company to its employees, are recognized based upon their fair value at grant date as other asset and other liability on the consolidated balance sheet.
−Removed: The deferred revenue liability is amortized into other income as the awards vest to the Company.
−Removed: Managed company awards granted to employees, either directly or through the Company, are recorded as other asset and other liability, and amortized on a straight-line basis as equity-based compensation expense and as other income, respectively, as the awards vest to the employees.
−Removed: The other asset and other liability associated with managed
−Removed: company awards granted to employees are subject to adjustment to fair value at each reporting period, with changes reflected in equity-based compensation and other income, respectively.
−Removed: The BRSP equity awards granted by the Company to its employees fully vested and accelerated upon termination of the management contract in April 2021.
−Removed: Equity-based compensation expense related to managed company awards was $ 5.3 million in 2021 and $ 2.1 million in 2020, with a corresponding amount recognized in other income, all of which were reflected in discontinued operations (Note 22).
−Removed: Transactions with Affiliates
−Removed: Affiliates include (i) private funds and other investment vehicles that the Company manages or sponsors, and in which the Company may have an equity interest or co-invests with;
−Removed: (ii) the Company's investments in unconsolidated ventures;
−Removed: and (iii) directors, senior executives and employees of the Company (collectively, "employees").
−Removed: Amounts due from and due to affiliates consist of the following, excluding amounts related to discontinued operations that are presented as assets held for disposition (Note 21):
−Removed: (In thousands) December 31, 2022 December 31, 2021
−Removed: Due from Affiliates
−Removed: Investment vehicles, portfolio companies and unconsolidated ventures
−Removed: Fee income $ 35,010 $ 41,859
−Removed: Cost reimbursements and recoverable expenses 7,031 7,317
−Removed: Employees and other affiliates 3,319 54
−Removed: $ 45,360 $ 49,230
−Removed: Due to Affiliates (Note 7)
−Removed: Investment vehicles—Derivative obligation $ 11,793 $ —
−Removed: Employees and other affiliates 658 —
−Removed: Significant transactions with affiliates include the following:
−Removed: Fee Income —Fee income earned from investment vehicles that the Company manages and/or sponsors, and may have an equity interest or co-investment, are presented in Note 14, except for amounts included within discontinued operations (Note 22) and assets held for disposition (Note 21).
−Removed: Substantially all fee income are from affiliates, other than primarily fees from sub-advisory accounts.
−Removed: Cost Reimbursements and Recoverable Expenses — The Company receives reimbursements and recovers certain costs paid on behalf of investment vehicles sponsored by the Company, which include:
−Removed: (i) organization and offering costs related to the formation and capital raising of the investment vehicles up to specified thresholds;
−Removed: (ii) costs incurred in performing investment due diligence;
−Removed: and (iii) direct and indirect operating costs for managing the operations of certain investment vehicles.
−Removed: Such cost reimbursements and recoverable expenses, included in other income, totaled $ 4.3 million in 2022, $ 10.2 million in 2021 and $ 8.8 million in 2020.
−Removed: Separately, reimbursements of direct and indirect operating costs for managing the operations of BRSP prior to termination of the BRSP management agreement in April 2021 were reflected in other income within discontinued operations (Note 22).
−Removed: Warehoused Investments— The Company may acquire and temporarily warehouse investments on behalf of prospective sponsored investment vehicles that are actively fundraising.
−Removed: The warehoused investments are transferred to the investment vehicle when sufficient third party capital, including debt, is raised.
−Removed: The Company is generally paid a fee by the investment vehicle, akin to an interest charge, typically calculated as a percentage of the acquisition price of the investment, to compensate the Company for its cost of holding the investment during the warehouse period.
−Removed: The terms of such arrangements may differ for each sponsored investment vehicle or by investment.
−Removed: In the second half of 2022, the Company transferred all of its warehoused loans and the investment in TowerCo to its new sponsored funds and received an aggregate return of capital of $ 413.2 million, inclusive of holding fees.
−Removed: Derivative Obligations of Sponsored Fund— In the third quarter of 2022, the Company, in its capacity as general partner and for the benefit of its sponsored fund, entered into foreign currency forward contracts to economically hedge the foreign currency exposure of an investment commitment of its sponsored fund (Note 11).
−Removed: The investment committee of the sponsored fund has ratified the fund's responsibility and obligation to assume all resulting liabilities and benefits from
−Removed: the foreign currency contracts effective from trade date through the novation of the contracts to the fund, which occurred in January 2023.
−Removed: At December 31, 2022, the foreign currency contracts were in an unrealized gain position.
−Removed: The Company recorded a payable in due to affiliates to reflect the fund's obligation to assume the resulting asset from the foreign currency contracts, with a corresponding loss recorded in the consolidated income statement.
−Removed: Accordingly, there is no net effect to the Company's earnings resulting from these foreign currency contracts.
−Removed: Digital Real Estate Acquisitions— Marc Ganzi, Chief Executive Officer of the Company, and Ben Jenkins, President and Chief Investment Officer of the Company, were former owners of Digital Bridge Holdings, LLC ("DBH") prior to its merger into the Company in July 2019.
−Removed: Ganzi and Jenkins had retained their equity investments and general partner interests in the portfolio companies of DBH, which include DataBank and Vantage.
−Removed: As a result of the personal investments made by Messrs.
−Removed: Ganzi and Jenkins in DataBank and Vantage SDC prior to the Company’s acquisition of DBH, additional investments made by the Company in DataBank and Vantage SDC subsequent to their initial acquisitions may trigger future carried interest payments to Messrs.
−Removed: Ganzi and Jenkins upon the occurrence of future realization events.
−Removed: Such investments made by the Company include ongoing payments for the build-out of expansion capacity, including lease-up of the expanded capacity and existing inventory, in Vantage SDC (Note 3) and the acquisition of additional interest in DataBank from an existing investor in January 2022.
−Removed: Carried Interest Allocation from Sponsored Investment Vehicles —With respect to investment vehicles sponsored by the Company for which Messrs.
−Removed: Ganzi and Jenkins are invested in their capacity as former owners of DBH, and not in their capacity as employees of the Company, any carried interest entitlement attributed to such investments by Messrs.
−Removed: Ganzi and Jenkins as general partner are not subject to continuing vesting provisions and do not represent compensatory arrangements to the Company.
−Removed: Such carried interest allocation to Messrs.
−Removed: Ganzi and Jenkins that are unrealized or realized but unpaid are included in noncontrolling interests on the balance sheet, in the amount of $ 70.4 million at December 31, 2022 and $ 20.8 million at December 31, 2021.
−Removed: Carried interest allocated is recorded as net income attributable to noncontrolling interests totaling $ 65.0 million in 2022, $ 17.6 million in 2021 and $ 3.2 million in 2020.
−Removed: Additionally, in connection with the DataBank recapitalization (Note 10), Messrs.
−Removed: Ganzi and Jenkins received realized carried interest in the form of equity interest in vehicles that invest in DataBank, of which $ 86.1 million in aggregate is not deemed a compensatory arrangement.
−Removed: Such equity interest represent noncontrolling interests in DataBank.
−Removed: A portion of such equity interest was sold by Messrs.
−Removed: Ganzi and Jenkins in connection with the recapitalization transaction.
−Removed: Investment in Managed Investment Vehicles —Subject to the Company's related party policies and procedures, senior management, investment professionals and certain other employees may invest on a discretionary basis in investment vehicles sponsored by the Company, either directly in the vehicle or indirectly through the general partner entity.
−Removed: These investments are generally not subject to management fees, but otherwise bear their proportionate share of other operating expenses of the investment vehicles.
−Removed: Such investments in consolidated investment vehicles and general partner entities totaled $ 17.7 million at December 31, 2022 and $ 19.5 million at December 31, 2021, reflected in redeemable noncontrolling interests and noncontrolling interests on the balance sheet.
−Removed: Their share of net income was $ 2.2 million in 2022, $ 2.1 million in 2021 and $ 0.8 million in 2020.
−Removed: These amounts are reflected in net income (loss) attributable to noncontrolling interests and exclude their share of carried interest allocation, which is reflected in compensation expense (reversal)—carried interest.
−Removed: Aircraft— P ursuant to Mr.
−Removed: Ganzi’s employment agreement, as amended, the Company has agreed to reimburse Mr.
−Removed: Ganzi for certain variable operational costs of business travel on a chartered or private jet (including any aircraft that Mr.
−Removed: Ganzi may partially or fully own), provided that the Company will not reimburse the allocable share (based on the number of passengers) of variable operational costs for any passenger on such flight who is not traveling on Company business.
−Removed: Additionally, the Company has also agreed to reimburse Mr.
−Removed: Ganzi for certain defined fixed costs of any aircraft owned by Mr.
−Removed: The fixed cost reimbursements will be made based on an allocable portion of an aircraft’s annual budgeted fixed cash operating costs, based on the number of hours the aircraft will be used for business purposes.
−Removed: At least once a year, the Company will reconcile the budgeted fixed operating costs with the actual fixed operating costs of the aircraft, and the Company or Mr.
−Removed: Ganzi, as applicable, will make a payment for any difference.
−Removed: The Company reimbursed Mr.
−Removed: Ganzi $ 2.7 million in 2022, $ 3.0 million in 2021 and $ 1.8 million in 2020.
−Removed: Investment Venture— Pursuant to an investment agreement entered into between a subsidiary of the Company and Thomas J.
−Removed: Barrack, the Company's former Executive Chairman, effective April 1, 2021, the Company invested $ 26.0 million in Mr.
−Removed: Barrack's newly formed investment entity (the “Venture”), which entitles the Company to a portion of carried interest payable to Mr.
−Removed: Barrack from the Venture.
−Removed: Following subsequent events which significantly reduced the likelihood that fundraising by the Venture will sufficiently support its value, the Company determined that its investment would likely not be recoverable and wrote off its investment as of June 30, 2021.
−Removed: Advancement of Expenses— Effective April 1, 2021, Mr.
−Removed: Barrack stepped down as Executive Chairman of the Company and in July 2021, resigned as a member of the Company's Board of Directors.
−Removed: In October 2021, the Company entered into an Agreement Regarding Advancement of Certain Expenses ("Advancement Agreement") with Mr.
−Removed: Barrack, which is generally consistent with the Company’s obligations and Mr.
−Removed: Barrack’s rights regarding advancement of expenses under the terms of a January 2017 Indemnification Agreement between the Company and Mr.
−Removed: Barrack, and under the Company’s Bylaws.
−Removed: The Advancement Agreement (a) memorializes the parties’ disagreement as to the Company’s obligations and Mr.
−Removed: Barrack’s rights under the earlier Indemnification Agreement and the Company's Bylaws, and (b) obligates Mr.
−Removed: Barrack to reimburse the Company for such advanced expenses under certain circumstances.
−Removed: Pursuant to the Advancement Agreement, the Company expensed $ 27.6 million in 2022 and $ 5.6 million in 2021.
−Removed: As discussed in Note 1, commencing with the taxable year ended December 31, 2022, the Company is taxed as a C Corporation, except for subsidiaries that have elected or anticipate electing REIT status.
−Removed: Given the availability of significant capital loss and NOL carryforwards, the Company’s transition from a REIT to a taxable C Corporation, in and of itself, did not result in significant incremental current income tax expense in 2022.
−Removed: The Company's primary source of income subject to tax remains its investment management business, which was already subject to tax previously through its TRS.
+Added: Fair value of equity awards that vested, determined based upon their respective fair values at vesting date, totaled $ 50.3 million in 2023, $ 53.9 million in 2022 and $ 68.3 million in 2021.
+Added: At December 31, 2023, aggregate unrecognized compensation cost for all unvested equity awards pursuant to DBRG's Equity Incentive Plan was $ 36.0 million, which is expected to be recognized over a weighted average period of 1.8 years.
+Added: This excludes $ 6.3 million of unvested RSUs that are not currently probable of achieving their performance condition and have a remaining performance measurement period of approximately four months .
+Added: Transition to Taxable C Corporation
+Added: In 2022, the Company’s Board of Directors and management agreed to discontinue actions necessary to maintain qualification as a REIT.
+Added: Commencing with the taxable year ended December 31, 2022, all of the Company’s taxable income, except for income generated by subsidiaries that have elected REIT status, is subject to U.S.
+Added: federal and state income tax at the applicable corporate tax rate.
+Added: The Company’s transition to a taxable C Corporation in 2022, in and of itself, did not result in significant incremental current income tax expense due to the availability of significant capital loss and net operating loss (“NOL”) carryforwards.
+Added: The Company's primary source of income subject to tax remains its investment management business, which was already subject to tax through its previously designated taxable REIT subsidiaries.
Income Tax Benefit (Expense)
−Removed: The components of current and deferred tax benefit (expense), excluding amounts related to discontinued operations (Note 22), are as follows.
+Added: The components of current and deferred tax benefit (expense) are as follows.
Year Ended December 31,
11 unchanged sentences
Deferred Income Tax Asset and Liability
−Removed: Deferred tax asset and deferred tax liability are presented within other assets, and accrued and other liabilities, respectively.
−Removed: The components of deferred tax asset and deferred tax liability are as follows, excluding amounts in connection with assets held for disposition.
+Added: Deferred tax asset and deferred tax liability are presented within other assets, and other liabilities, respectively.
+Added: The components of deferred tax asset and deferred tax liability are as follows.
(In thousands) December 31, 2023 December 31, 2022
6 unchanged sentences
Equity-based compensation 15,104 11,856
−Removed: Real estate, leases and related intangible liabilities 3,987 14,853
+Added: Intangible assets 5,013 5,959
Deferred income 2,576 2,086
1 unchanged sentence
Lease liability—corporate offices
−Removed: 16,130 19,295
+Added: Lease liability—investment properties
Other 4,487 5,847
3 unchanged sentences
Deferred tax liability
−Removed: Investment in partnerships — 22,399
−Removed: Real estate, leases and related intangible assets 3,026 —
−Removed: Other intangible assets 11,754 5,528
+Added: Intangible assets 23,382 13,725
ROU lease asset—corporate offices
−Removed: 11,376 14,274
+Added: ROU lease asset—investment properties
Other 1,909 3,408
Gross deferred tax liability 33,818 28,509
−Removed: Net deferred tax asset $ 2,044 $ 6,696
+Added: Net deferred tax asset (liability) $ ( 8,030 ) $ 2,044
(1) At December 31, 2023, deferred tax asset was recognized on capital losses of $ 1.38 billion, which expire between 2024 and 2028, with full valuation allowance established.
−Removed: (2) At December 31, 2022 and 2021, deferred tax asset was recognized on NOL of $ 378.7 million and $ 89.8 million, respectively, for which full valuation allowance was established in 2022 and partial in 2021.
+Added: (2) At December 31, 2023 and 2022, deferred tax asset was recognized on NOL of $ 589.7 million and $ 378.7 million, respectively, for which full valuation allowance was established in both years.
NOL, which is largely attributable to U.S.
1 unchanged sentence
Valuation Allowance
−Removed: Changes in the deferred tax asset valuation allowance are presented below, which include activities classified as continuing and discontinued operations:
+Added: Changes in the deferred tax asset valuation allowance are presented below:
Year Ended December 31,
2 unchanged sentences
Addition 19,483 666,291 33,756
−Removed: Utilization, expiration and/or reversal — ( 22,842 ) —
+Added: Utilization and/or reversal ( 34,143 ) — ( 22,842 )
Ending balance 664,397 $ 679,057 $ 12,766
+Added: Deferred Income Taxes
In 2022, significant deferred tax assets were recognized with an offsetting valuation allowance.
4 unchanged sentences
In the absence of tax planning strategies and given the Company’s history of cumulative operating losses, which was largely a product of the recent transition in the Company's business, it was difficult to overcome the resulting uncertainties over the Company’s ability to generate future taxable income to realize these deferred tax assets.
+Added: As of December 31, 2023 , a full valuation allowance has been maintained as the more-likely-than-not threshold continues to not be met in assessing realizability of deferred tax assets.
+Added: As a result, income tax expense in 2023 generally reflects the income tax effect of foreign subsidiaries.
In future periods, if the realizability of all or some portion of these deferred tax assets becomes more likely than not, the associated valuation allowance would be reversed as a deferred tax benefit.
2 unchanged sentences
Effective Income Tax
−Removed: The Company's income tax benefit attributable to continuing operations varied from the amount computed by applying the statutory income tax rate to loss from continuing operations before income taxes.
+Added: Income tax benefit (expense) attributable to continuing operations varied from the amount computed by applying the statutory income tax rate to loss from continuing operations before income taxes.
The following table presents a reconciliation of the statutory U.S.
2 unchanged sentences
(In thousands) 2023 2022 2021
−Removed: Loss from continuing operations before income taxes $ ( 407,826 ) $ ( 317,361 ) $ ( 638,151 )
−Removed: Loss from continuing operations before income taxes attributable to pass-through subsidiaries NA 198,180 386,352
−Removed: Loss from continuing operations before income taxes attributable to taxable subsidiaries ( 407,826 ) ( 119,181 ) ( 251,799 )
−Removed: Federal income tax benefit at statutory tax rate (21%) 85,643 25,028 52,878
+Added: Income (Loss) from continuing operations before income taxes $ 365,629 $ ( 46,681 ) $ ( 55,999 )
+Added: Income (Loss) from continuing operations before income taxes attributable to pass-through subsidiaries NA NA ( 5,905 )
+Added: Income (Loss) from continuing operations before income taxes attributable to taxable subsidiaries 365,629 ( 46,681 ) ( 61,904 )
+Added: Federal income tax benefit (expense) at statutory tax rate (21%) ( 76,782 ) 9,802 13,000
State and local income taxes, net of federal income tax benefit ( 21,970 ) 5,559 1,930
Foreign income tax differential 36 782 —
+Added: Effect of change in income tax rate 34,684 — —
Noncontrolling interests ( 27,699 ) ( 44,014 ) —
2 unchanged sentences
Equity-based compensation 682 1,971 1,814
−Removed: DataBank REIT election — 79,547 —
Valuation allowance (1)
3 unchanged sentences
(1) 2022 excludes changes in valuation allowance related to the Company's transition to taxable C Corporation as of January 1, 2022, outside basis difference in changes in DBRG’s interest in the OP that were treated as equity transactions, and other activities associated with discontinued operations.
−Removed: In 2021, the Company's DataBank subsidiary completed a restructuring of its operations to qualify as a REIT and elected REIT status for U.S.
−Removed: federal income tax purposes for the 2021 taxable year.
−Removed: As a result, DataBank recorded a net deferred tax benefit of $ 66.8 million in 2021, reflecting principally the write-off of its deferred tax liabilities.
−Removed: As a REIT, DataBank is generally not subject to U.S.
−Removed: federal income taxes on its taxable income to the extent that it annually distributes such taxable income to its stockholders and maintains certain asset and income requirements.
−Removed: However, DataBank continues to be subject to U.S.
−Removed: federal income taxes on income earned by its taxable subsidiaries.
Tax Examinations
−Removed: The Company is no longer subject to new income tax examinations by tax authorities for years prior to 2018 .
+Added: The Company is no longer subject to new income tax examinations by U.S.
+Added: tax authorities for years prior to 2019 .
+Added: Variable Interest Entities
+Added: A VIE is an entity that lacks sufficient equity to finance its activities without additional subordinated financial support from other parties, or whose equity holders lack the characteristics of a controlling financial interest.
+Added: The following discusses the Company's involvement with VIEs where the Company is the primary beneficiary and consolidates the VIEs or where the Company is not the primary beneficiary and does not consolidate the VIEs.
+Added: Operating Subsidiary
+Added: The Company's operating subsidiary, OP, is a limited liability company that has governing provisions that are the functional equivalent of a limited partnership.
+Added: The Company holds the majority of membership interest in OP, acts as the managing member of OP and exercises full responsibility, discretion and control over the day-to-day management of OP.
+Added: The noncontrolling interests in OP do not have substantive liquidation rights, substantive kick-out rights without cause, or substantive participating rights that could be exercised by a simple majority of noncontrolling interest members (including by such a member unilaterally).
+Added: The absence of such rights, which represent voting rights in a limited partnership equivalent structure, would render OP to be a VIE.
+Added: The Company, as managing member, has the power to direct the core activities of OP that most significantly affect OP's performance, and through its majority interest in OP, has both the right to receive benefits from and the obligation to absorb losses of OP.
+Added: Accordingly, the Company is the primary beneficiary of OP and consolidates OP.
+Added: As the Company conducts its business and holds its assets and liabilities through OP, the total assets and liabilities, earnings (losses), and cash flows of OP represent substantially all of the total consolidated assets and liabilities, earnings (losses), and cash flows of the Company.
+Added: Company-Sponsored Funds
+Added: The Company sponsors funds and other investment vehicles as general partner for the purpose of providing investment management services in exchange for management fees and carried interest.
+Added: These funds are established as limited partnerships or equivalent structures.
+Added: Limited partners of the funds do not have either substantive liquidation rights, or substantive kick-out rights without cause, or substantive participating rights that could be exercised by a simple majority of limited partners or by a single limited partner.
+Added: Accordingly, the absence of such rights, which represent voting rights in a
+Added: limited partnership, results in the funds being considered VIEs.
+Added: The nature of the Company's involvement with its sponsored funds comprise fee arrangements and equity interests in its capacity as general partner and general partner affiliate.
+Added: The fee arrangements are commensurate with the level of management services provided by the Company, and contain terms and conditions that are customary to similar at-market fee arrangements.
+Added: Consolidated Company-Sponsored Funds —The Company currently consolidates sponsored funds in which it has more than an insignificant equity interest in the fund as general partner.
+Added: As a result, the Company is considered to be acting in the capacity of a principal of the sponsored fund and is therefore the primary beneficiary of the fund.
+Added: The Company’s exposure is limited to its capital account balance in the consolidated funds of $ 200.8 million at December 31, 2023 and $ 94.7 million at December 31, 2022.
+Added: The liabilities of the consolidated funds may only be settled using assets of the consolidated funds, and the Company, as general partner, is not obligated to provide any financial support to the consolidated funds.
+Added: At December 31, 2023, the Company did not have any unfunded equity commitments to consolidated funds.
+Added: The following table presents the assets and liabilities of the consolidated funds:
+Added: (In thousands) December 31, 2023 December 31, 2022
+Added: Cash and cash equivalents $ 69,654 $ 86,433
+Added: Investments (Note 4)
+Added: 482,911 185,845
+Added: Other assets 576 1,895
+Added: $ 553,141 $ 274,173
+Added: Debt $ — $ 465
+Added: Other liabilities
+Added: Securities sold short 38,482 40,928
+Added: Due to custodian 9,415 35,457
+Added: Other 16,313 2,734
+Added: $ 64,210 $ 79,584
+Added: Unconsolidated Company-Sponsored Funds —The Company does not consolidate its sponsored funds where it has insignificant equity interests in these funds as general partner.
+Added: As such interests absorb insignificant variability from the fund, the Company is considered to be acting in the capacity of an agent of the fund and is therefore not the primary beneficiary of these funds.
+Added: The Company accounts for its equity interests in unconsolidated funds under the equity method.
+Added: The Company's maximum exposure to loss is limited to the outstanding balance of its investment in the unconsolidated funds (Note 4) of $ 1.86 billion at December 31, 2023 and $ 752.3 million at December 31, 2022.
+Added: The Company also has receivables from its unconsolidated funds for fee revenue and reimbursable or recoverable costs, as discussed in Note 16.
+Added: At December 31, 2023, the Company's unfunded equity commitments to its unconsolidated funds as general partner and general partner affiliate totaled $ 260.4 million.
+Added: Generally, the timing for funding of these commitments is not known and the commitments are callable on demand at any time prior to their respective expirations.
+Added: Transactions with Affiliates
+Added: Affiliates include (i) investment vehicles that the Company sponsors and/or manages, and in which the Company may have an equity interest;
+Added: (ii) portfolio companies of sponsored funds;
+Added: (iii) the Company's other equity investments outside of sponsored funds;
+Added: and (iv) directors and employees of the Company (collectively, "employees").
+Added: Amounts due from and due to affiliates consist of the following:
+Added: (In thousands) December 31, 2023 December 31, 2022
+Added: Due from Affiliates
+Added: Investment vehicles and portfolio companies
+Added: Fee revenue $ 71,427 $ 35,010
+Added: Cost reimbursements and recoverable expenses 14,388 7,031
+Added: Employees and other affiliates — 3,319
+Added: $ 85,815 $ 45,360
+Added: Due to Affiliates (Note 6)
+Added: Investment vehicles—Derivative obligation $ — $ 11,793
+Added: Investment vehicles—InfraBridge (Note 3)
+Added: Employees and other affiliates 541 658
+Added: $ 10,664 $ 12,451
+Added: Significant transactions with affiliates include the following:
+Added: Fee Revenue —Fee revenue earned from investment vehicles that the Company manages and/or sponsors, and may have an equity interest, are presented in Note 12.
+Added: Substantially all fee revenue are from affiliates, except for management fees and incentive fee from sub-advisory accounts and generally, other fee revenue.
+Added: Cost Reimbursements and Recoverable Expenses— The Company receives reimbursements and recovers certain costs paid on behalf of investment vehicles sponsored by the Company, which include:
+Added: (i) organization and offering costs related to formation and capital raising of the investment vehicles up to specified thresholds;
+Added: (ii) professional fees incurred in performing investment due diligence;
+Added: and (iii) direct and indirect operating costs for managing the operations of certain investment vehicles.
+Added: To the extent the Company determines it acts in the capacity of principal in the incurrence of such costs, the related reimbursements and recoverable expenses are included in other income, which totaled $ 10.4 million, $ 4.3 million and $ 10.2 million for the years ended December 31, 2023, 2022 and 2021, respectively.
+Added: To the extent the Company determines that it acts in the capacity of an agent, the cost reimbursement is presented on a net basis in the consolidated statements of operations.
+Added: Warehoused Investments— The Company may acquire and temporarily warehouse investments on behalf of prospective sponsored investment vehicles that are actively fundraising (Note 4).
+Added: The warehoused investments are transferred to the investment vehicle when sufficient third party capital, including debt, is raised.
+Added: The Company is generally paid a fee by the investment vehicle, akin to an interest charge, typically calculated as a percentage of the acquisition price of the investment, to compensate the Company for its cost of holding the investment during the warehouse period.
+Added: The terms of such arrangements may differ for each sponsored investment vehicle and by investment.
+Added: Derivative Obligations of Sponsored Fund— In the third quarter of 2022, the Company, in its capacity as general partner and for the benefit of its sponsored fund, entered into foreign currency forward contracts to economically hedge the foreign currency exposure of an investment commitment of its sponsored fund (Note 10).
+Added: The investment committee of the sponsored fund has ratified the fund's responsibility and obligation to assume all resulting liabilities and benefits from the foreign currency contracts effective from trade date through the novation of the contracts to the fund.
+Added: The Company recorded a payable in due to affiliates to reflect the fund's obligation to assume the resulting asset from the foreign currency contracts;
+Added: accordingly, there was no net effect to the Company's earnings resulting from these foreign currency contracts.
+Added: Upon the novation of the contracts to the fund in January 2023, the Company de-recognized the derivative asset and the corresponding payable in due to affiliate.
+Added: Digital Real Estate Acquisitions— Marc Ganzi, Chief Executive Officer of the Company, and Ben Jenkins, President and Chief Investment Officer of the Company, were former owners of Digital Bridge Holdings, LLC ("DBH") prior to its merger into the Company in July 2019.
+Added: Ganzi and Jenkins had retained their equity investments and general partner interests in the portfolio companies of DBH, which include DataBank and Vantage.
+Added: As a result of the personal investments made by Messrs.
+Added: Ganzi and Jenkins in DataBank and Vantage SDC prior to the Company’s acquisition of DBH, additional investments made by the Company in DataBank and Vantage SDC subsequent to their initial acquisitions may trigger future carried interest payments to Messrs.
+Added: Ganzi and Jenkins upon the occurrence of future realization events.
+Added: Such investments made by the Company include ongoing payments for the build-out of expansion capacity, including lease-up of the expanded capacity and existing inventory, in Vantage SDC (Note 9) and the acquisition of additional interest in DataBank from an existing investor in January 2022.
+Added: Carried Interest Allocation from Sponsored Investment Vehicles —With respect to investment vehicles sponsored by the Company for which Messrs.
+Added: Ganzi and Jenkins are invested in their capacity as former owners of DBH, and not in their capacity as employees of the Company, any carried interest entitlement attributed to such investments by Messrs.
+Added: Ganzi and Jenkins as general partner are not subject to continuing vesting provisions and do not represent compensatory arrangements to the Company.
+Added: Such carried interest allocation to Messrs.
+Added: Ganzi and Jenkins that are unrealized or distributed but unpaid are included in noncontrolling interests on the balance sheet in the Investment Management segment, in the amount of $ 112.2 million at December 31, 2023 and $ 70.4 million at December 31, 2022.
+Added: Carried interest allocated is recorded as net income attributable to noncontrolling interests in the Investment Management segment totaling $ 42.5 million, $ 65.0 million and $ 17.6 million for the years ended December 31, 2023, 2022 and 2021 respectively.
+Added: Additionally, in connection with the DataBank recapitalization (Note 9) in the second half of 2022, Messrs.
+Added: Ganzi and Jenkins received distributed carried interest in the form of equity interest in vehicles that invest in DataBank, of which $ 86.1 million in aggregate was not deemed a compensatory arrangement.
+Added: Such equity interest represent ownership interests in DataBank.
+Added: A portion of such equity interest was sold by Messrs.
+Added: Ganzi and Jenkins in connection with the recapitalization transaction.
+Added: Investment in Managed Investment Vehicles —Subject to the Company's related party policies and procedures, certain employees may invest on a discretionary basis in investment vehicles sponsored by the Company, either directly in the vehicle or indirectly through the Company's general partner entity.
+Added: These investments are generally not subject to management fees or carried interest, but otherwise bear their proportionate share of other operating expenses of the investment vehicles.
+Added: Such investments in consolidated investment vehicles and general partner entities totaled $ 22.7 million at December 31, 2023 and $ 17.7 million at December 31, 2022, reflected in redeemable noncontrolling interests and noncontrolling interests on the balance sheet in the Investment Management segment.
+Added: The employees' share of net income was $ 4.9 million, $ 2.2 million and $ 2.1 million for the years ended December 31, 2023, 2022 and 2021, respectively.
+Added: Such amounts are reflected in net income (loss) attributable to noncontrolling interests on the consolidated statement of operations in the Investment Management segment and exclude their share of carried interest allocation, which is reflected in incentive fee and carried interest compensation expense.
+Added: Aircraft— P ursuant to Mr.
+Added: Ganzi’s employment agreement, as amended, the Company has agreed to reimburse Mr.
+Added: Ganzi for certain variable operational costs of business travel on a chartered or private jet (including any aircraft that Mr.
+Added: Ganzi may partially or fully own), provided that the Company will not reimburse the allocable share (based on the number of passengers) of variable operational costs for any passenger on such flight who is not traveling on Company business.
+Added: Additionally, the Company has also agreed to reimburse Mr.
+Added: Ganzi for certain defined fixed costs of any aircraft owned by Mr.
+Added: The fixed cost reimbursements will be made based on an allocable portion of an aircraft’s annual budgeted fixed cash operating costs, based on the number of hours the aircraft will be used for business purposes.
+Added: At least once a year, the Company will reconcile the budgeted fixed operating costs with the actual fixed operating costs of the aircraft, and the Company or Mr.
+Added: Ganzi, as applicable, will make a payment for any difference.
+Added: The Company reimbursed Mr.
+Added: Ganzi $ 4.7 million, $ 2.7 million and $ 3.0 million for the years ended December 31, 2023, 2022 and 2021 respectively.
+Added: Investment Venture— Pursuant to an investment agreement entered into between a subsidiary of the Company and Thomas J.
+Added: Barrack, the Company's former Executive Chairman, effective April 1, 2021, the Company invested $ 26.0 million in Mr.
+Added: Barrack's newly formed investment entity (the “Venture”), which entitles the Company to a portion of carried interest payable to Mr.
+Added: Barrack from the Venture.
+Added: Following subsequent events which significantly reduced the likelihood that fundraising by the Venture will sufficiently support its value, the Company determined that its investment would likely not be recoverable and wrote off its investment as of June 30, 2021.
+Added: In 2023, the investment agreement was terminated and both parties agreed to a dissolution of the Venture.
+Added: Advancement of Expenses— Effective April 1, 2021, Thomas J.
+Added: Barrack stepped down as Executive Chairman of the Company and in July 2021, resigned as a member of the Company's Board of Directors.
+Added: In October 2021, the Company entered into an Agreement Regarding Advancement of Certain Expenses ("Advancement Agreement") with Mr.
+Added: Barrack, which is generally consistent with the Company’s obligations and Mr.
+Added: Barrack’s rights regarding advancement of expenses under the terms of a January 2017 Indemnification Agreement between the Company and Mr.
+Added: Barrack, and under the Company’s Bylaws.
+Added: The Advancement Agreement (a) memorializes the parties’ agreement as to the Company’s obligations and Mr.
+Added: Barrack’s rights under the earlier Indemnification Agreement and the Company's Bylaws, and (b) obligates Mr.
+Added: Barrack to reimburse the Company for such advanced expenses under certain circumstances.
+Added: Pursuant to the Advancement Agreement , the Company expensed $ 27.6 million and $ 5.6 million in the years ended December 31, 2022 and 2021, respectively, with immaterial expenses in 2023.
+Added: The Company believes it has met all of its financial obligations under the Advancement Agreement and does not expect to make any further advances to Mr.
+Added: Barrack thereunder.
Segment Reporting
−Removed: The Company conducts its business through two reportable segments:
−Removed: (i) Investment Management (formerly, Digital Investment Management);
−Removed: and (ii) Operating (formerly, Digital Operating), the Company's direct co-investment in digital infrastructure assets held by its portfolio companies.
−Removed: • Investment Management — This segment represents the Company's global investment management platform, deploying and managing capital on behalf of a diverse base of global institutional investors.
+Added: The Company conducts its business through its one reportable segment of Investment Management.
+Added: The Operating segment was discontinued following full deconsolidation of the portfolio companies in the Operating segment on December 31, 2023, as discussed in Note 9, at which time, the activities thereof qualified as discontinued operations (Note 2).
+Added: • The Investment Management segment represents the Company's global investment management platform, deploying and managing capital on behalf of a diverse base of global institutional investors.
The Company's investment management platform is composed of a growing number of long-duration, private investment funds designed to provide institutional investors access to investments across different segments of the digital infrastructure ecosystem.
1 unchanged sentence
The Company earns management fees based upon the assets or capital managed in investment vehicles, and may earn incentive fees and carried interest based upon the performance of such investment vehicles, subject to achievement of minimum return hurdles.
−Removed: The amount of incentive fees and carried interest recognized, a portion of which is allocated to employees, may be highly variable from period to period.
−Removed: Through the end of May 2022, earnings from the Investment Management segment were attributed 31.5% to Wafra prior to the Company's redemption of Wafra's interest in the investment management business (as discussed further in Note 10).
−Removed: • Operating— This segment is composed of balance sheet equity interests in digital infrastructure and real estate operating companies, which generally earn rental income from providing use of digital asset space and/or capacity through leases, services and other agreements.
−Removed: The Company currently owns interests in two companies:
−Removed: DataBank, an edge colocation data center business (DBRG ownership of 11% at December 31, 2022 and 20% at December 31, 2021);
−Removed: and Vantage SDC, a stabilized hyperscale data center business (DBRG ownership of 13% at December 31, 2022 and 2021).
−Removed: DataBank and Vantage SDC are portfolio companies managed by the Company under its Investment Management segment with respect to equity interests owned by third party capital.
+Added: The amount of incentive fees and carried interest recognized, a portion of which is allocated to employees and former employees, may be highly variable from period to period.
+Added: Through the end of May 2022, earnings from the Investment Management segment were attributed 31.5 % to Wafra prior to the Company's redemption of Wafra's interest in the investment management business (Note 9).
The Company's remaining investment activities and corporate level activities are presented as Corporate and Other.
−Removed: • Other investment activities are composed of the Company's equity interests in:
−Removed: (i) digital investment vehicles, the largest of which is in the DBP flagship funds, and seed investments in liquid securities and other potential new strategies;
−Removed: and (ii) remaining non-digital investments, primarily in BRSP.
−Removed: Outside of its general partner interests, the Company's other equity interests in its sponsored and/or managed digital investment vehicles are considered to be incidental to its investment management business.
−Removed: The primary economics to the Company are represented by fee income and carried interest as general partner and/or manager, rather than economics from its equity interest in the investment vehicles as a limited partner or equivalent.
+Added: • Other investment activities are composed primarily of the Company's equity interests as general partner affiliate in its sponsored investment vehicles, the largest of which are the DBP flagship funds, InfraBridge funds, DataBank and Vantage SDC post-deconsolidation, and seed investments in liquid securities and other potential new strategies.
With respect to seed investments, these are not intended to be a long-term deployment of capital by the Company and are expected to be warehoused temporarily on the Company's balance sheet until sufficient third party capital has been raised.
−Removed: At this time, the remaining non-digital investments are not substantially available for immediate sale and are expected to be monetized over an extended period beyond the near term.
−Removed: These other investment activities generate largely equity method earnings or losses and to a lesser extent, revenues in the form of interest income or dividend income from warehoused investments and consolidated investment vehicles.
−Removed: Effective the third quarter of 2021, these activities are no longer presented separately as the Digital Other and Other segments, which is consistent with and reflects management's focus on its core digital operations and overall simplification of the Company's business.
−Removed: This change in segment presentation is reflected retrospectively.
−Removed: • Corporate activities include corporate level cash and corresponding interest income, corporate level financing and related interest expense, corporate level transaction costs, costs in connection with unconsummated investments, income and expense related to cost reimbursement arrangements with affiliates, fixed assets for administrative use, compensation expense not directly attributable to reportable segments, corporate level administrative and overhead costs, and adjustments to eliminate intercompany fees.
−Removed: Costs which are directly attributable, or otherwise can be subjected to a reasonable and systematic attribution, have been attributed to each of the reportable segments.
−Removed: As segment results are presented before elimination of intercompany fees, elimination adjustment pertains to fee income earned by the Investment Management segment from third party capital in investment vehicles managed by the Company and consolidated within the Operating segment and in Corporate and Other.
−Removed: Such adjustments amounted to $ 3.4 million, $ 6.6 million and $ 1.5 million for the years ended December 31, 2022, 2021 and 2020, respectively.
+Added: The Company's r emaining non-digital investments consisted, for the most part, of shares in BRSP that were disposed in March 2023.
+Added: The Company's other investment activities generate largely principal investment income, driven by fair value changes of underlying investments held by its investment vehicles, and to a lesser extent, interest income or dividend income from warehoused investments and investments of consolidated investment vehicles.
+Added: • Corporate activities include corporate level cash and corresponding interest income, corporate level financing and related interest expense, corporate level transaction costs, costs in connection with unconsummated investments, income and expense related to cost reimbursement arrangements with affiliates, fixed assets for corporate use, compensation expense not directly attributable to reportable segments, and corporate level administrative and overhead costs.
+Added: Costs which are directly attributable, or otherwise can be subjected to a reasonable and systematic attribution, have been attributed to reportable segments.
+Added: As segment results are presented before elimination of intercompany fees, elimination adjustment is made with respect to fee revenue earned by the Investment Management segment from third party capital in managed investment vehicles consolidated in Corporate and Other.
Segment Results of Operations
−Removed: The following table summarizes results of operations of the Company's reportable segments, including reconciliation to the consolidated statement of operations.
−Removed: (In thousands) Investment Management Operating Corporate and Other Total
−Removed: Year Ended December 31, 2022
−Removed: Total revenues $ 182,045 $ 884,874 $ 77,653 $ 1,144,572
−Removed: Property operating expense — ( 376,255 ) ( 13,190 ) ( 389,445 )
−Removed: Interest expense ( 10,872 ) ( 159,409 ) ( 28,217 ) ( 198,498 )
−Removed: Investment expense and transaction costs ( 9,007 ) ( 24,338 ) ( 10,671 ) ( 44,016 )
−Removed: Depreciation and amortization ( 22,155 ) ( 532,640 ) ( 22,116 ) ( 576,911 )
−Removed: Compensation expense, including $ 202,286 of incentive fee and carried interest compensation
−Removed: ( 303,719 ) ( 90,505 ) ( 53,319 ) ( 447,543 )
−Removed: Administrative expense ( 21,515 ) ( 30,915 ) ( 70,754 ) ( 123,184 )
−Removed: Other loss, net ( 3,341 ) ( 808 ) ( 166,406 ) ( 170,555 )
−Removed: Equity method earnings, including carried interest 382,463 — 15,291 397,754
−Removed: Income tax benefit (expense) ( 7,815 ) ( 335 ) ( 5,317 ) ( 13,467 )
−Removed: Income (loss) from continuing operations 186,084 ( 330,331 ) ( 277,046 ) ( 421,293 )
−Removed: Net income (loss) from continuing operations attributable to DigitalBridge Group, Inc.
−Removed: 69,884 ( 53,178 ) ( 228,410 ) ( 211,704 )
−Removed: Net loss from discontinued operations attributable to DigitalBridge Group, Inc.
−Removed: Net loss attributable to DigitalBridge Group, Inc.
+Added: The following table summarizes results from continuing operations of the Company's reportable segments and reconciled to the consolidated statement of operations.
+Added: Investment Management Corporate and Other Total
+Added: Year Ended December 31, Year Ended December 31, Year Ended December 31,
2023 2022 2021 2023 2022 2021 2023 2022 2021
−Removed: Year Ended December 31, 2021
+Added: Fee revenue $ 267,181 $ 176,061 $ 187,379 $ ( 3,064 ) $ ( 3,388 ) $ ( 6,553 ) $ 264,117 $ 172,673 $ 180,826
+Added: Carried interest allocation 363,075 378,342 99,207 — — — 363,075 378,342 99,207
+Added: Principal investment income 4,223 4,121 2,604 141,225 52,610 83,419 145,448 56,731 86,023
+Added: Other income 11,405 5,984 4,303 37,338 81,041 17,471 48,743 87,025 21,774
Total revenues 645,884 564,508 293,493 175,499 130,263 94,337 821,383 694,771 387,830
−Removed: Property operating expense — ( 316,178 ) — ( 316,178 )
Interest expense 10,514 10,872 4,766 14,026 32,054 58,478 24,540 42,926 63,244
−Removed: Investment expense and transaction costs ( 3,423 ) ( 21,835 ) ( 8,780 ) ( 34,038 )
+Added: Investment-related expense 2,539 4,112 3,423 616 19,107 3,745 3,155 23,219 7,168
+Added: Transaction-related costs 6,973 4,895 — 3,850 5,234 5,515 10,823 10,129 5,515
Depreciation and amortization 35,259 22,155 26,736 1,392 22,116 17,617 36,651 44,271 44,353
−Removed: Compensation expense, including $ 65,890 of incentive fee and carried interest compensation
−Removed: ( 136,945 ) ( 76,213 ) ( 88,717 ) ( 301,875 )
+Added: Compensation expense
+Added: Cash and equity-based 154,442 101,433 71,055 52,450 53,319 88,717 206,892 154,752 159,772
+Added: Incentive fee and carried interest allocation 186,030 202,286 65,890 — — — 186,030 202,286 65,890
Administrative expense 40,544 21,515 21,683 43,238 72,607 56,085 83,782 94,122 77,768
+Added: Total expenses 436,301 367,268 193,553 115,572 204,437 230,157 551,873 571,705 423,710
+Added: Other income (loss)
Other gain (loss), net ( 2,527 ) ( 3,341 ) 797 98,646 ( 166,406 ) ( 20,916 ) 96,119 ( 169,747 ) ( 20,119 )
−Removed: Equity method earnings, including carried interest 101,811 — 124,666 226,477
−Removed: Income tax benefit (expense) ( 9,822 ) 79,075 31,285 100,538
−Removed: Income (loss) from continuing operations 90,915 ( 230,841 ) ( 76,897 ) ( 216,823 )
−Removed: Net income (loss) from continuing operations attributable to DigitalBridge Group, Inc.
−Removed: 51,531 ( 36,664 ) ( 87,506 ) ( 72,639 )
−Removed: Net loss from discontinued operations attributable to DigitalBridge Group, Inc.
−Removed: Net loss attributable to DigitalBridge Group, Inc.
−Removed: $ ( 310,097 )
−Removed: (In thousands) Investment Management Operating Corporate and Other Total
−Removed: Year Ended December 31, 2020
−Removed: Total revenues $ 85,782 $ 313,283 $ 17,365 $ 416,430
−Removed: Property operating expense — ( 119,729 ) ( 105 ) ( 119,834 )
−Removed: Interest expense — ( 77,976 ) ( 42,853 ) ( 120,829 )
−Removed: Investment expense and transaction costs ( 204 ) ( 6,704 ) ( 11,925 ) ( 18,833 )
−Removed: Depreciation and amortization ( 26,056 ) ( 210,188 ) ( 4,776 ) ( 241,020 )
−Removed: Impairment loss ( 3,832 ) — ( 21,247 ) ( 25,079 )
−Removed: Compensation expense, including $ 1,906 of incentive fee and carried interest compensation
−Removed: ( 47,959 ) ( 37,005 ) ( 93,094 ) ( 178,058 )
−Removed: Administrative expense ( 9,724 ) ( 14,960 ) ( 54,082 ) ( 78,766 )
−Removed: Settlement and other gain (loss), net 169 ( 245 ) ( 11,507 ) ( 11,583 )
−Removed: Equity method earnings (losses), including carried interest 13,039 — ( 273,618 ) ( 260,579 )
+Added: Income (loss) from continuing operations before income taxes 207,056 193,899 100,737 158,573 ( 240,580 ) ( 156,736 ) 365,629 ( 46,681 ) ( 55,999 )
Income tax benefit (expense) ( 1,694 ) ( 7,815 ) ( 9,822 ) 1,688 ( 5,317 ) 31,285 ( 6 ) ( 13,132 ) 21,463
Income (loss) from continuing operations 205,362 186,084 90,915 160,261 ( 245,897 ) ( 125,451 ) 365,623 ( 59,813 ) ( 34,536 )
−Removed: Net income (loss) from continuing operations attributable to DigitalBridge Group, Inc.
−Removed: 10,423 ( 20,903 ) ( 425,268 ) ( 435,748 )
−Removed: Net loss from discontinued operations attributable to DigitalBridge Group, Inc.
−Removed: ( 2,240,011 )
−Removed: Net loss attributable to DigitalBridge Group, Inc.
+Added: Income (loss) from continuing operations attributable to noncontrolling interests:
+Added: Redeemable noncontrolling interests 215 ( 3,175 ) 14,893 6,288 ( 23,603 ) 19,784 6,503 ( 26,778 ) 34,677
+Added: Investment entities 86,290 113,853 19,153 18,074 ( 834 ) 7,992 104,364 113,019 27,145
+Added: Operating Company 8,374 5,522 5,338 5,103 ( 21,998 ) ( 21,384 ) 13,477 ( 16,476 ) ( 16,046 )
+Added: Income (loss) from continuing operations attributable to DigitalBridge Group, Inc.
$ 110,483 $ 69,884 $ 51,531 $ 130,796 $ ( 199,462 ) $ ( 131,843 ) $ 241,279 $ ( 129,578 ) $ ( 80,312 )
−Removed: Total assets and equity method investments of reportable segments, including reconciliation to the consolidated balance sheet, are summarized as follows:
−Removed: December 31, 2022 December 31, 2021
−Removed: (In thousands) Total Assets Equity Method Investments Total Assets Equity Method Investments
−Removed: Investment Management $ 875,422 $ 393,414 $ 655,152 $ 140,027
−Removed: Operating 8,149,171 — 7,608,451 —
−Removed: Corporate and Other 1,946,384 576,840 2,257,598 533,069
+Added: Income (loss) from discontinued operations attributable to DigitalBridge Group, Inc.
( 55,999 ) ( 192,219 ) ( 229,785 )
−Removed: Assets held for disposition related to discontinued operations 57,526 54,495 3,676,615 182,552
+Added: Income (loss) attributable to DigitalBridge Group, Inc.
$ 185,280 $ ( 321,797 ) $ ( 310,097 )
−Removed: Geographic information about the Company's total income from continuing operations and long-lived assets, excluding assets held for disposition, are as follows.
+Added: Of the Company's total assets of $ 3.6 billion at December 31, 2023 and $ 11.0 billion at December 31, 2022, $ 1.48 billion and $ 875.4 million reside in the Investment Management segment, respectively.
+Added: Geographic information about the Company's total income from continuing operations and long-lived assets, excluding assets of discontinued operations, are as follows.
Geography is generally presented as the location in which the income producing assets reside or the location in which income generating services are performed.
13 unchanged sentences
$ 41,129 $ 32,622
−Removed: (1) Total income includes the Company's share of earnings and losses from its equity method investments, including carried interest, but excludes the Company's impairment of equity method investments of $ 60.4 million in 2022 and $ 254.5 million in 2020 (no impairment in 2021).
(1) Total income excludes cost reimbursement income from affiliates (Note 16), presented within other income, and income from discontinued operations (Note 2).
−Removed: (2) Long-lived assets include real estate held for investment, lease related intangible assets, operating lease right-of-use assets and fixed assets, and exclude financial instruments, goodwill, non-lease related intangible assets and assets held for disposition.
+Added: (2) Long-lived assets include lease right-of-use assets and fixed assets.
+Added: Long-lived assets exclude financial instruments, goodwill, non-lease related intangible assets and assets of discontinued operations.
Commitments and Contingencies
1 unchanged sentence
As of December 31, 2023, the Company was not involved in any legal proceedings that are expected to have a material adverse effect on the Company’s results of operations, financial position or liquidity.
−Removed: As lessee, the Company's leasing arrangements are composed of (i) leases on investment properties, consisting primarily of finance and operating leases on powered shell spaces for data centers, an air rights operating lease, lease on data center equipment, and operating ground leases;
−Removed: and (ii) operating leases for corporate offices.
−Removed: The weighted average remaining lease term based upon outstanding lease liability balances at December 31, 2022, excluding leases on investment properties held for disposition, was 10.4 years for finance leases on investment properties, 9.7 years for operating leases on investment properties and 5.7 years for operating leases on corporate offices.
−Removed: The following table summarizes total lease cost for operating leases and finance leases, excluding leases on investment properties classified as discontinued operations.
−Removed: Year Ended December 31,
−Removed: 2022 2021 2020
−Removed: (In thousands) Investment Properties Corporate Offices Investment Properties Corporate Offices Investment Properties Corporate Offices
−Removed: Operating leases:
+Added: As lessee, the Company's leasing arrangements are generally limited to operating leases for its corporate offices.
+Added: The weighted average remaining lease term based upon outstanding lease liability balances at December 31, 2023 was 6.3 years for operating leases on corporate offices.
+Added: The following table summarizes total lease cost for operating leases on corporate offices, which are included in administrative expense.
+Added: (In thousands) 2023 2022 2021
Fixed lease expense $ 8,678 $ 7,090 $ 7,010
1 unchanged sentence
Total operating lease cost $ 10,391 $ 9,163 $ 8,839
−Removed: Finance leases:
−Removed: Interest expense $ 8,519 NA $ 8,936 NA $ 414 NA
−Removed: Amortization of ROU lease asset 11,648 NA 11,648 NA 475 NA
−Removed: Total finance lease cost $ 20,167 NA $ 20,584 NA $ 889 NA
−Removed: (1) Total lease cost for operating leases is included in property operating expense for investment properties and administrative expense for corporate offices.
+Added: In 2022, the Company also had operating leases on tower assets that were temporarily warehoused from June to December 2022, with total lease cost, generally fixed, of $ 7.6 million (Note 2).
Lease Commitments
−Removed: Finance and operating lease liabilities take into consideration renewal or termination options when such options are deemed reasonably certain to be exercised by the Company and exclude variable lease payments which are expensed as incurred.
+Added: Operating lease liabilities take into consideration renewal or termination options when such options are deemed reasonably certain to be exercised by the Company and exclude variable lease payments which are expensed as incurred.
The Company makes variable lease payments for:
−Removed: (i) leases with rental payments that are adjusted periodically for inflation, and/or (ii) nonlease services, such as common area maintenance and operating expenses, primarily for power, in data center leases.
−Removed: The table below presents the Company's future lease commitments at December 31, 2022 , determined using weighted average discount rates of 6.2 % for finance leases on investment properties, 6.6 % for operating leases on investment properties, excluding properties held for disposition, and 4.9 % for operating leases on corporate offices:
−Removed: (In thousands)
−Removed: Finance Leases Operating Leases
−Removed: Year Ending December 31, Investment Properties Investment Properties Corporate Offices
−Removed: 2023 $ 15,942 $ 53,090 $ 8,709
−Removed: 2024 16,332 51,519 8,934
−Removed: 2025 16,735 41,053 8,071
−Removed: 2026 17,312 37,711 7,346
−Removed: 2027 17,773 36,760 6,402
+Added: (i) leases with rental payments that are adjusted periodically for inflation, and/or (ii) nonlease services, such as common area maintenance.
+Added: The table below presents the Company's future lease commitments for operating leases on corporate offices at December 31, 2023 , determined using a weighted average discount rate of 5.7 %:
+Added: Year Ending December 31, (In thousands)
2029 and thereafter 15,203
1 unchanged sentence
Present value discount ( 11,378 )
−Removed: Finance / Operating lease liability
−Removed: $ 135,624 $ 285,933 $ 40,497
+Added: Operating lease liability on corporate offices
Commitments on Future Leases
−Removed: At December 31, 2022, the Company had operating lease commitments on two corporate office spaces commencing in 2023, including one assumed through the acquisition of InfraBridge in February 2023.
−Removed: The fixed lease payments (undiscounted) total $ 21.4 million over a 9.7 year weighted average lease term.
−Removed: Tenant Allowance
−Removed: In connection with DataBank’s acquisition of a data center portfolio in March 2022 (Note 3), DataBank and the seller concurrently entered into a master lease agreement which provides that the seller leases from DataBank land acquired in the transaction.
−Removed: If the seller does not exercise its rights to early terminate the lease, the seller is obligated to develop a data center facility on a portion of the acquired land and DataBank is committed to provide the seller a tenant allowance of up to $ 37.5 million to finance the construction.
−Removed: In December 2022, the seller waived its right to terminate the lease with respect to the portion of the land subject to development.
−Removed: The seller will be responsible for undertaking the construction and any resulting overages.
−Removed: Title to the to-be constructed building, improvements and fixtures will be vested in the seller for the duration of the lease and transfers to DataBank thereafter.
−Removed: The timing of funding of DataBank’s commitment to the seller will be based on agreed upon milestones, with construction to be completed no later than January 1, 2026.
−Removed: DataBank expects to fund its commitment through future debt drawdowns.
−Removed: Supplemental Disclosure of Cash Flow Information
−Removed: Year Ended December 31,
−Removed: (In thousands) 2022 2021 2020
−Removed: Supplemental Disclosure of Cash Flow Information
−Removed: Cash paid for interest, net of amounts capitalized of $ 3,206 , $ 1,567 and $ 852
−Removed: $ 219,851 $ 444,365 $ 392,004
−Removed: Cash received, net of cash paid, for income taxes 11,747 5,927 39,151
−Removed: Operating lease payments 72,891 66,858 31,138
−Removed: Finance lease payments 15,672 15,346 889
−Removed: Supplemental Disclosure of Cash Flows from Discontinued Operations
−Removed: Net cash provided by (used in) operating activities of discontinued operations $ ( 10,599 ) $ 175,782 $ 106,696
−Removed: Net cash provided by (used in) investing activities of discontinued operations ( 23,375 ) 1,021,239 1,029,647
−Removed: Net cash used in financing activities of discontinued operations ( 18,706 ) ( 658,831 ) ( 940,441 )
−Removed: Supplemental Disclosure of Noncash Investing and Financing Activities
−Removed: Dividends and distributions payable $ 16,491 $ 15,759 $ 18,516
−Removed: Improvements in operating real estate in accrued and other liabilities 76,832 17,926 27,096
−Removed: Receivable from loan repayments and asset sales 16,824 14,045 1,858
−Removed: Operating lease right-of-use assets and lease liabilities established 28,328 31,032 262,169
−Removed: Finance lease right-of-use assets and lease liabilities established — — 148,974
−Removed: Redemption of OP Units for common stock 341 4,647 7,757
−Removed: Redemption of redeemable noncontrolling interest for common stock 348,759 — —
−Removed: Exchange of notes into shares of Class A common stock 60,317 161,261 —
−Removed: Assets and liabilities of investment entities liquidated or conveyed to lender (1)
−Removed: Assets consolidated from real estate acquisitions, net of cash and restricted cash — — 5,399,611
−Removed: Liabilities assumed in real estate acquisitions — — 1,854,760
−Removed: Noncontrolling interests assumed in real estate acquisitions — — 366,136
−Removed: Debt assumed by buyer in sale of real estate — 44,148 —
−Removed: Seller Note received in sale of NRF Holdco equity 154,992 — —
−Removed: Loan receivable relieved in exchange for equity investment acquired 20,676 — —
−Removed: Assets disposed in sale of equity of investment entities or sale by receiver
−Removed: 4,689,188 5,263,443 395,351
−Removed: Liabilities disposed in sale of equity of investment entities or sale by receiver
−Removed: 3,948,016 4,291,557 235,425
−Removed: Assets of investment entities deconsolidated (2)
−Removed: — 351,022 80,921
−Removed: Liabilities of investment entities deconsolidated (1)
−Removed: Noncontrolling interests of investment entities sold or deconsolidated (2)
−Removed: 415,098 1,080,134 —
−Removed: (1) The Company indirectly conveyed the equity of certain of its wellness infrastructure borrower subsidiaries to an affiliate of the lender, which released the Company from all rights and obligations with respect to the assets and previously defaulted debt of these subsidiaries..
−Removed: (2) Represents deconsolidation of noncontrolling interests upon sale of the Company's equity interests in investment entities (Note 22).
−Removed: Assets and Related Liabilities Held for Disposition
−Removed: Total assets and related liabilities held for disposition are summarized below, all of which relate to discontinued operations (Note 22).
−Removed: At December 31, 2022, these were composed of remaining equity investments excluded from the December 2021 OED sale.
−Removed: At December 31, 2021, also included are assets and liabilities held by NRF Holdco, related primarily to the Wellness Infrastructure business prior to its sale in February 2022.
−Removed: (In thousands) December 31, 2022 December 31, 2021
−Removed: Restricted cash $ — $ 65,022
−Removed: Real estate, net — 3,079,416
−Removed: Loans receivable — 55,878
−Removed: Equity and debt investments 57,387 250,246
−Removed: Deferred leasing costs and other intangible assets, net — 118,300
−Removed: Other assets 139 100,720
−Removed: Due from affiliates — 7,033
−Removed: Total assets held for disposition $ 57,526 $ 3,676,615
−Removed: Debt, net (1)
−Removed: $ — $ 2,869,360
−Removed: Lease intangibles and other liabilities 380 219,339
−Removed: Total liabilities related to assets held for disposition $ 380 $ 3,088,699
−Removed: (1) Represents debt related to assets held for disposition that was assumed by the acquirer upon sale of the assets.
−Removed: At December 31, 2021 , included the 5.375 % exchangeable senior notes and junior subordinated debt (as described in Note 12) which were obligations of NRF Holdco as the issuer.
−Removed: Nonrecurring Fair Value of Assets Classified as Held for Disposition and Discontinued Operations
−Removed: The Company measures fair value of certain assets on a nonrecurring basis when events or changes in circumstances indicate that the carrying value of the assets may not be recoverable.
−Removed: The Company initially measures assets classified as held for disposition at the lower of their carrying amounts or fair value less disposal costs.
−Removed: For bulk sale transactions, the unit of account is the disposal group, with any excess of the aggregate carrying value over estimated fair value less costs to sell allocated to the individual assets within the group.
−Removed: At December 31, 2022, there were no assets held for sale that were measured at fair value on a nonrecurring basis.
−Removed: Impairment loss of $ 36.0 million was recorded in 2022 primarily based upon the final carrying value of net assets of the Wellness Infrastructure business upon closing of the disposition of NRF Holdco in February 2022.
−Removed: At December 31, 2021, only real estate held for disposition that pertained to the Wellness Infrastructure business was carried at nonrecurring fair value, having been impaired $ 313.4 million during the year ended December 31, 2021 based upon the sales price for NRF Holdco.
−Removed: Other assets that had been impaired during 2021 pertained to real estate, equity investments and intangible assets of the OED and Other IM portfolio that were disposed in December 2021.
−Removed: Recurring Fair Value of Assets Classified as Held for Disposition and Discontinued Operations
−Removed: Equity Investments Carried at NAV —These include equity interest in a private fund and prior to its disposition as part of NRF Holdco in February 2022, investment in a Company-sponsored non-traded REIT, amounting to $ 2.9 million at December 31, 2022 and $ 31.2 million at December 31, 2021.
−Removed: Equity Method Investments under Fair Value Option —Equity method investments under the fair value option of $ 44.5 million at December 31, 2022 and $ 79.3 million at December 31, 2021 were measured based upon indicative sales price, classified as Level 3 fair value.
−Removed: Loans Receivable under Fair Value Option —There were no loans held for disposition at December 31, 2022.
−Removed: At December 31, 2021, the loan held for disposition represents a component of the overall sales price for NRF Holdco, which was disposed in February 2022.
−Removed: Debt Securities —Prior to the sale of NRF Holdco in February 2022, the Company had investments in debt securities, composed of AFS N-Star CDO bonds, which were subordinate bonds retained by NRF Holdco in its sponsored CDOs.
−Removed: The CDO bonds were collateralized primarily by commercial real estate debt and securities.
−Removed: The balance of N-Star CDO bonds at December 31, 2021, classified as Level 3 fair value, is summarized as follows.
−Removed: Amortized Cost without Allowance for Credit Loss
−Removed: Allowance for Credit Loss Gross Cumulative Unrealized
−Removed: (in thousands) Gains Losses Fair Value
−Removed: December 31, 2021 $ 55,041 $ ( 24,882 ) $ 6,372 $ — $ 36,531
−Removed: Prior to its sale, the fair value of N-Star CDO bonds represents a component of the overall sales price for the disposition of NRF Holdco.
−Removed: There was no provision for credit loss in 2022 prior to disposition but $ 0.2 million was recognized in 2021.
−Removed: Credit losses were determined based upon an analysis of the present value of contractual cash flows expected to be collected from the underlying collateral as compared to the amortized cost basis of the security.
−Removed: Level 3 Recurring Fair Values
−Removed: The following table presents changes in recurring Level 3 fair value assets held for disposition.
−Removed: Realized and unrealized gains (losses) are included in AOCI for AFS debt securities, other gain (loss) for loans receivable and equity method losses for equity method investments, all of which are presented in discontinued operations (Note 22).
−Removed: Fair Value Option
−Removed: (In thousands) AFS Debt Securities Held for Disposition Loans Held for Disposition Equity Method Investments Held for Disposition
−Removed: Fair value at December 31, 2020 $ 28,576 $ 1,258,539 $ 153,259
−Removed: Purchases, drawdowns, contributions and accretion 10,049 19,070 8
−Removed: Paydowns, distributions and sales ( 1,569 ) ( 440,646 ) ( 12,594 )
−Removed: Change in accrued interest and capitalization of paid-in-kind interest — 5,801 —
−Removed: Allowance for credit losses
−Removed: Realized and unrealized losses in earnings, net — ( 92,701 ) ( 29,961 )
−Removed: Deconsolidation of investment entities (Note 20)
−Removed: — ( 647,218 ) ( 27,402 )
−Removed: Other — ( 7,088 ) —
−Removed: Other comprehensive loss (1)
−Removed: ( 331 ) ( 39,879 ) ( 4,001 )
−Removed: Fair value at December 31, 2021 $ 36,531 $ 55,878 $ 79,309
−Removed: Net unrealized gains (losses) on instruments held at December 31, 2021
−Removed: $ — $ — $ ( 28,216 )
−Removed: In other comprehensive loss $ ( 331 ) N/A N/A
−Removed: Fair value at December 31, 2021 $ 36,531 $ 55,878 $ 79,309
−Removed: Purchases, drawdowns, contributions and accretion
−Removed: Paydowns, distributions and sales
−Removed: ( 36,726 ) ( 54,490 ) ( 10,183 )
−Removed: Change in accrued interest and capitalization of paid-in-kind interest — ( 1,013 ) —
−Removed: Realized and unrealized losses in earnings, net — ( 375 ) ( 19,845 )
−Removed: Other comprehensive loss (1)
−Removed: — — ( 4,822 )
−Removed: Fair value at December 31, 2022 $ — $ — $ 44,459
−Removed: Net unrealized gains (losses) on instruments held at December 31, 2022
−Removed: $ — $ — $ ( 19,845 )
−Removed: In other comprehensive loss $ — N/A N/A
−Removed: (1) Amounts recorded in OCI for loans receivable and equity method investments represent foreign currency translation of the Company's foreign subsidiaries that hold the respective foreign currency denominated investments.
−Removed: Discontinued Operations
−Removed: Discontinued operations represent the following:
−Removed: • Wellness Infrastructure —operations of the Wellness Infrastructure business, along with other non-core assets held by NRF Holdco prior to the sale of 100 % of the equity of NRF Holdco in February 2022.
−Removed: The non-core assets held by NRF Holdco were composed primarily of:
−Removed: (i) the Company's equity interest in and management of NorthStar Healthcare Income, Inc., debt securities collateralized largely by certain debt and preferred equity within the capital structure of the Wellness Infrastructure portfolio, limited partner interests in private equity real estate funds;
−Removed: as well as (ii) the 5.375 % exchangeable senior notes, trust preferred securities and corresponding junior subordinated debt, all of which were issued by NRF Holdco who acts as guarantor.
−Removed: The sales price for 100 % of the equity of NRF Holdco was $ 281 million, composed of $ 126 million cash and a $ 155 million unsecured promissory note (the "Seller Note").
−Removed: In addition, NRF Holdco distributed approximately $ 35 million of cash to the Company prior to closing.
−Removed: The Seller Note, which is classified as held for investment and carried at fair value under the fair value option, matures five years from closing of the sale, accruing paid-in-kind interest at 5.35 % per annum.
−Removed: The sale included the acquirer's assumption of $ 2.57 billion of consolidated investment level debt on various healthcare portfolios in which the Company owned between 69.6 % and 81.3 %, and $ 293.7 million of debt at NRF Holdco.
−Removed: • Other —operations of substantially all of the Company's OED investments and Other IM business that were previously in the Other segment prior to sale of the Company's equity interests and subsequent deconsolidation of these subsidiaries in December 2021.
−Removed: The OED investments and Other IM business are composed of various non-digital real estate, real estate-related equity and debt investments, general partner interests and management rights with respect to these assets, and underlying compensation and administrative costs for managing these assets.
−Removed: Also included in discontinued operations are the economics related to the management of BRSP prior to termination of its management contract in April 2021.
−Removed: • Hotel —operations of the Company's Hospitality segment and the THL Hotel Portfolio that was previously in the Other segment.
−Removed: In March 2021, the Company sold 100 % of the equity in its hotel subsidiaries holding five of the six portfolios in the Hospitality segment, and the Company's 55.6 % interest in the THL Hotel Portfolio which was deconsolidated upon sale.
−Removed: The remaining hotel portfolio that was in receivership was sold by the lender in September 2021.
−Removed: Income (loss) from discontinued operations is presented below.
−Removed: Year Ended December 31,
−Removed: (In thousands) 2022 2021 2020
−Removed: Property operating income $ 69,202 $ 737,282 $ 1,217,236
−Removed: Fee income 9,797 58,197 94,399
−Removed: Interest income 1,075 19,143 73,345
−Removed: Other income 10,338 29,037 29,450
−Removed: Revenues from discontinued operations 90,412 843,659 1,414,430
−Removed: Property operating expense 36,669 462,896 799,850
−Removed: Interest expense 112,947 256,567 353,577
−Removed: Transaction-related costs and investment expense 21,540 38,820 70,993
−Removed: Depreciation and amortization 2,339 96,860 337,262
−Removed: Impairment loss 35,985 317,405 2,556,051
−Removed: Compensation and administrative expense 38,704 109,620 100,011
−Removed: Expenses from discontinued operations 248,184 1,282,168 4,217,744
−Removed: Other income (loss)
−Removed: Gain on sale of real estate — 49,429 41,922
−Removed: Other gain (loss), net 14,490 72,617 ( 194,860 )
−Removed: Equity method losses ( 8,170 ) ( 233,725 ) ( 203,399 )
−Removed: Loss from discontinued operations before income taxes ( 151,452 ) ( 550,188 ) ( 3,159,651 )
−Removed: Income tax benefit (expense) 2,748 ( 49,900 ) ( 39,671 )
−Removed: Loss from discontinued operations ( 148,704 ) ( 600,088 ) ( 3,199,322 )
−Removed: Loss from discontinued operations attributable to:
−Removed: Noncontrolling interests in investment entities ( 29,145 ) ( 337,685 ) ( 712,771 )
−Removed: Noncontrolling interests in Operating Company ( 9,466 ) ( 24,945 ) ( 246,540 )
−Removed: Loss from discontinued operations attributable to DigitalBridge Group, Inc.
−Removed: $ ( 110,093 ) $ ( 237,458 ) $ ( 2,240,011 )
+Added: At December 31, 2023 , the Company had an operating lease commitment on an office space expected to commence in 2025 with fixed lease payments (undiscounted) totaling $ 57.1 million over a ten year lease term.
Subsequent Events
−Removed: Other than as disclosed elsewhere, no subsequent events have occurred that would require recognition in the consolidated financial statements or disclosure in the accompanying notes.
−Removed: DigitalBridge Group, Inc.
−Removed: Schedule III—Real Estate and Accumulated Depreciation
−Removed: December 31, 2022
−Removed: (Amounts in thousands) Initial Cost Costs Capitalized Gross Cost Basis (2) Accumulated Depreciation (3) Net Carrying Amount
−Removed: (4) Date of Acquisition or Construction
−Removed: Encumbrances Land Buildings and Improvements (1) Land Buildings and Improvements (1) Total
−Removed: Data Centers—Colocation
−Removed: Atlanta, GA ATL 2 & 3 $ 49,622 $ 1,467 $ 73,640 $ 40,153 $ 1,467 $ 113,793 $ 115,260 $ ( 12,970 ) $ 102,290 2020
−Removed: Denver, CO DEN 1 29,136 2,405 41,695 10,754 2,405 52,449 54,854 ( 5,713 ) 49,141 2020
−Removed: Westminster, CO DEN 4 9,433 992 13,286 642 992 13,928 14,920 ( 1,459 ) 13,461 2020
−Removed: Denver, CO DEN 5 (5)
−Removed: 9,775 1,690 13,106 12,524 1,690 25,630 27,320 — 27,320 2021
−Removed: Dallas, TX DFW 4 31,666 1,896 46,034 2,294 1,896 48,328 50,224 ( 7,016 ) 43,208 2020
−Removed: Washington, DC IAD 3 (5)
−Removed: 8,336 12,618 — 166,584 12,618 166,584 179,202 — 179,202 2021
−Removed: New York, NY LGA 3 (5)
−Removed: 15,661 23,704 — 14,900 23,704 14,900 38,604 — 38,604 2021
−Removed: Irvine, CA SNA 1 33,611 10,574 40,300 6,454 10,574 46,754 57,328 ( 6,007 ) 51,321 2020
−Removed: Atlanta, GA ATL 1 80,528 — 75,594 17,451 — 93,045 93,045 ( 16,246 ) 76,799 2019
−Removed: Atlanta, GA ATL 4 (5)
−Removed: — 2,728 — 9,443 2,728 9,443 12,171 — 12,171 2021
−Removed: Denver, CO DEN 2 — 4,458 52,295 1,951 4,458 54,246 58,704 ( 7,168 ) 51,536 2022
−Removed: Plano, TX DFW 3 202,538 12,039 58,097 29,345 12,039 87,442 99,481 ( 12,646 ) 86,835 2019
−Removed: Minneapolis, MN MSP 3 — 5,116 — 50,057 5,116 50,057 55,173 ( 1,798 ) 53,375 2020
−Removed: Overland Park, KS KC 2 50,553 453 58,394 2,163 453 60,557 61,010 ( 12,798 ) 48,212 2019
−Removed: Lenexa, KS KC 3 70,547 884 15,089 15,243 884 30,332 31,216 ( 970 ) 30,246 2019
−Removed: North Fayette, PA PIT 2 51,872 1,555 36,682 22,170 1,555 58,852 60,407 ( 10,937 ) 49,470 2019
−Removed: Bluffdale, UT SLC 2 87,912 3,729 95,689 5,322 3,729 101,011 104,740 ( 20,899 ) 83,841 2019
−Removed: Bluffdale, UT SLC 3 96,128 2,699 106,464 5,843 2,699 112,307 115,006 ( 23,329 ) 91,677 2019
−Removed: Bluffdale, UT SLC 4 49,300 1,491 52,862 3,647 1,491 56,509 58,000 ( 10,983 ) 47,017 2019
−Removed: Bluffdale, UT SLC 5 78,938 3,104 32,485 51,937 3,104 84,422 87,526 ( 12,243 ) 75,283 2019
−Removed: Bluffdale, UT SLC 6 — 4,064 — 133,355 4,064 133,355 137,419 ( 1,203 ) 136,216 2019
−Removed: Houston, TX HOU 1 102,595 6,443 230,441 1,328 6,443 231,769 238,212 ( 15,669 ) 222,543 2022
−Removed: Houston, TX HOU 2 74,934 4,970 165,931 866 4,970 166,797 171,767 ( 9,224 ) 162,543 2022
−Removed: Houston, TX HOU 3 60,492 15,260 120,274 778 15,260 121,052 136,312 ( 5,096 ) 131,216 2022
−Removed: Houston, TX HOU 4 4,583 9,942 — — 9,942 — 9,942 — 9,942 2022
−Removed: Houston, TX HOU 5 19,895 5,898 39,189 307 5,898 39,496 45,394 ( 2,240 ) 43,154 2022
−Removed: Waco, TX ACT 1 6,697 — 10,137 797 — 10,934 10,934 ( 1,798 ) 9,136 2020
−Removed: Austin, TX AUS 1 2,298 — 3,478 471 — 3,949 3,949 ( 645 ) 3,304 2020
−Removed: Boston, MA BOS 1 4,005 — 6,062 259 — 6,321 6,321 ( 1,061 ) 5,260 2020
−Removed: Denver, CO DEN 3 12,081 — 18,286 894 — 19,180 19,180 ( 3,196 ) 15,984 2020
−Removed: Dallas, TX DFW 5 7,091 — 10,733 1,316 — 12,049 12,049 ( 1,945 ) 10,104 2020
−Removed: Dallas, TX DFW 6 4,333 — 6,559 252 — 6,811 6,811 ( 1,146 ) 5,665 2020
−Removed: Dallas, TX DFW 7 6,697 — 10,137 803 — 10,940 10,940 ( 1,818 ) 9,122 2020
−Removed: (Amounts in thousands) Initial Cost Costs Capitalized Gross Cost Basis (2) Accumulated Depreciation (3) Net Carrying Amount
−Removed: (4) Date of Acquisition or Construction
−Removed: Encumbrances Land Buildings and Improvements (1) Land Buildings and Improvements (1) Total
−Removed: Newark, NJ EWR 1 14,314 — 21,665 1,463 — 23,128 23,128 ( 3,850 ) 19,278 2020
−Removed: Piscataway, NJ EWR 2 15,561 — 23,553 1,875 — 25,428 25,428 ( 4,122 ) 21,306 2020
−Removed: Ashburn, VA IAD 1 62,376 — 94,412 9,468 — 103,880 103,880 ( 16,986 ) 86,894 2020
−Removed: McLean, VA IAD 2 7,249 — 10,972 2,019 — 12,991 12,991 ( 2,031 ) 10,960 2020
−Removed: Las Vegas, NV LAS 1 16,349 — 24,746 18,533 — 43,279 43,279 ( 6,242 ) 37,037 2020
−Removed: Las Angeles, CA LAX 1 13,132 — 19,876 1,164 — 21,040 21,040 ( 3,474 ) 17,566 2020
−Removed: New York, NY LGA 1 9,520 — 14,410 5,804 — 20,214 20,214 ( 2,901 ) 17,313 2020
−Removed: New York, NY LGA 2 10,571 — 16,000 1,109 — 17,109 17,109 ( 2,823 ) 14,286 2020
−Removed: Memphis, TN MEM 1 2,889 — 4,373 1,394 — 5,767 5,767 ( 877 ) 4,890 2020
−Removed: Miami, FL MIA 1 9,652 — 14,609 5,164 — 19,773 19,773 ( 2,890 ) 16,883 2020
−Removed: Minneapolis, MN MSP 4 4,530 — 6,857 80 — 6,937 6,937 ( 1,183 ) 5,754 2020
−Removed: Chicago, IL ORD 1 7,879 — 11,926 1,377 — 13,303 13,303 ( 2,176 ) 11,127 2020
−Removed: Chicago, IL ORD 2 12,081 — 18,286 828 — 19,114 19,114 ( 3,232 ) 15,882 2020
−Removed: Mount Prospect, IL ORD 3 12,410 — 18,783 2,457 — 21,240 21,240 ( 3,410 ) 17,830 2020
−Removed: Chicago, IL ORD 4 59,754 — 90,443 5,074 — 95,517 95,517 ( 15,969 ) 79,548 2020
−Removed: Philadelphia, PA PHL 1 3,808 — 5,764 410 — 6,174 6,174 ( 1,026 ) 5,148 2020
−Removed: Phoenix, AZ PHX 1,2 & 3 6,369 — 9,640 306 — 9,946 9,946 ( 1,677 ) 8,269 2020
−Removed: San Diego, CA SAN 1 9,915 — 15,007 18,622 — 33,629 33,629 ( 3,327 ) 30,302 2020
−Removed: San Diego, CA SAN 2 361 — 547 261 — 808 808 ( 114 ) 694 2020
−Removed: Seattle, WA SEA 1 3,940 — 5,963 500 — 6,463 6,463 ( 1,068 ) 5,395 2020
−Removed: Tukwila, WA SEA 2 6,041 — 9,143 3,736 — 12,879 12,879 ( 1,792 ) 11,087 2020
−Removed: Santa Clara, CA SFO 1 20,420 — 30,907 925 — 31,832 31,832 ( 5,386 ) 26,446 2020
−Removed: Irvine, CA SNA 2 22,652 — 34,286 35,236 — 69,522 69,522 ( 6,169 ) 63,353 2020
−Removed: Feltham, UK LHR 1 20,551 — 31,106 93 — 31,199 31,199 ( 5,369 ) 25,830 2020
−Removed: Paris, France PAR 1 6,970 — 10,549 1,365 — 11,914 11,914 ( 1,725 ) 10,189 2021
−Removed: Saint-Denis, France PAR 2 2,217 — 3,356 — — 3,356 3,356 ( 493 ) 2,863 2021
−Removed: Vélizy-Villacoublay, France PAR 3 4,815 — 7,288 8,066 — 15,354 15,354 ( 1,567 ) 13,787 2021
−Removed: Montpellier, France MPL 1 1,584 — 2,397 236 — 2,633 2,633 ( 380 ) 2,253 2021
−Removed: Balma, France TLS 1 1,647 — 2,493 626 — 3,119 3,119 ( 448 ) 2,671 2021
−Removed: Lenexa, KS KC 1 9,979 — 5,286 5,859 — 11,145 11,145 ( 1,628 ) 9,517 2019
−Removed: Salt Lake City, UT SLC 1 16,705 — 9,144 9,297 — 18,441 18,441 ( 2,510 ) 15,931 2019
−Removed: Baltimore, MD BWI 1 — — 16,002 970 — 16,972 16,972 ( 4,789 ) 12,183 2019
−Removed: Cleveland, OH CLE 1 8,273 — 10,348 194 — 10,542 10,542 ( 2,652 ) 7,890 2019
−Removed: Dallas, TX DFW 1 78,881 — 93,453 6,880 — 100,333 100,333 ( 25,105 ) 75,228 2019
−Removed: Richardson, TX DFW 2 25,852 — 28,756 3,853 — 32,609 32,609 ( 7,954 ) 24,655 2019
−Removed: (Amounts in thousands) Initial Cost Costs Capitalized Gross Cost Basis (2) Accumulated Depreciation (3) Net Carrying Amount
−Removed: (4) Date of Acquisition or Construction
−Removed: Encumbrances Land Buildings and Improvements (1) Land Buildings and Improvements (1) Total
−Removed: Indianapolis, IN IND 1 & IND 2 58,715 — 19,747 13,219 — 32,966 32,966 ( 7,793 ) 25,173 2019
−Removed: Edina, MN MSP 1 7,555 — 9,113 481 — 9,594 9,594 ( 2,389 ) 7,205 2019
−Removed: Eagan, MN MSP 2 41,426 — 48,762 2,421 — 51,183 51,183 ( 11,675 ) 39,508 2019
−Removed: Pittsburgh, PA PIT 1 31,988 — 37,128 2,951 — 40,079 40,079 ( 9,572 ) 30,507 2019
−Removed: Data Centers—Hyperscale
−Removed: Santa Clara, CA 11 346,568 30,327 445,334 5,736 30,327 451,070 481,397 ( 47,244 ) 434,153 2020
−Removed: Santa Clara, CA 12 294,952 12,026 298,042 2,163 12,026 300,205 312,231 ( 36,821 ) 275,410 2020
−Removed: Santa Clara, CA 13 98,317 10,276 115,031 2,302 10,275 117,334 127,609 ( 13,685 ) 113,924 2020
−Removed: Santa Clara, CA 14 98,317 8,813 122,892 2,461 8,813 125,353 134,166 ( 14,756 ) 119,410 2020
−Removed: Santa Clara, CA 15 270,372 15,459 409,419 16,136 15,459 425,555 441,014 ( 44,947 ) 396,067 2020
−Removed: Santa Clara, CA 16 147,476 8,148 171,634 113 8,148 171,747 179,895 ( 21,169 ) 158,726 2020
−Removed: Santa Clara, CA 21 322,542 11,394 326,807 4,283 11,394 331,090 342,484 ( 35,620 ) 306,864 2020
−Removed: Santa Clara, CA 22 368,619 12,258 379,417 41 12,258 379,458 391,716 ( 20,049 ) 371,667 2021
−Removed: Quincy, WA 11 94,021 1,742 151,754 3,302 1,742 155,056 156,798 ( 23,844 ) 132,954 2020
−Removed: Quincy, WA 12 236,846 1,967 179,865 26,469 1,967 206,334 208,301 ( 21,355 ) 186,946 2020
−Removed: Montreal, Canada 11 90,556 2,445 208,639 37,016 2,445 245,655 248,100 ( 18,748 ) 229,352 2020
−Removed: Quebec City, Canada 21 125,470 900 136,277 6,755 900 143,032 143,932 ( 16,515 ) 127,417 2020
−Removed: Quebec City, Canada 22 229,489 1,655 278,054 11,551 1,655 289,605 291,260 ( 30,688 ) 260,572 2020
−Removed: Total real estate $ 4,633,733 $ 257,589 $ 5,493,200 $ 902,947 $ 257,588 $ 6,396,148 $ 6,653,736 $ ( 732,438 ) $ 5,921,298
−Removed: (1) Includes construction in progress and data center infrastructure.
−Removed: (2) Presented net of impairment of real estate, where applicable.
−Removed: (3) Depreciation is calculated using useful life ranging from 5 to 40 years for site improvements, 5 to 50 years for buildings, 5 to 40 years for building improvements, and 5 to 30 years for data center infrastructure.
−Removed: (4) The aggregate gross cost of real estate for federal income tax purposes was approximately $ 3.8 billion at December 31, 2022.
−Removed: (5) Represents construction or data center build-out that are in progress.
−Removed: The following tables summarize the activity in real estate and accumulated depreciation:
−Removed: Year Ended December 31,
−Removed: (In thousands) 2022 2021 2020
−Removed: Real Estate, at Gross Cost Basis
−Removed: Balance at January 1 $ 8,777,385 $ 14,028,516 $ 12,702,355
−Removed: Asset acquisitions and business combinations 1,130,735 572,738 3,650,180
−Removed: Measurement period adjustments for real estate acquired in business combinations — — ( 8,405 )
−Removed: Foreclosures and exchanges of loans receivable for real estate — — 124,335
−Removed: Improvements and capitalized costs (1)
−Removed: 523,049 325,281 180,787
−Removed: Dispositions (2)
−Removed: ( 3,720,789 ) ( 5,744,919 ) ( 869,776 )
−Removed: Impairment (Note 21)
−Removed: ( 34,990 ) ( 316,135 ) ( 1,878,012 )
−Removed: Effect of changes in foreign exchange rates ( 21,654 ) ( 88,096 ) 127,052
−Removed: Balance at December 31 6,653,736 8,777,385 14,028,516
−Removed: Classified as held for disposition, net (3)
−Removed: — ( 3,413,018 ) ( 9,458,467 )
−Removed: Balance at December 31, held for investment $ 6,653,736 $ 5,364,367 $ 4,570,049
−Removed: Year Ended December 31,
−Removed: (In thousands) 2022 2021 2020
−Removed: Accumulated Depreciation
−Removed: Balance at January 1 $ 725,685 $ 1,397,627 $ 1,042,422
−Removed: Depreciation 350,732 345,769 420,209
−Removed: Dispositions (2)
−Removed: ( 339,460 ) ( 1,010,599 ) ( 74,692 )
−Removed: Effect of changes in foreign exchange rates ( 4,519 ) ( 7,112 ) 9,688
−Removed: Balance at December 31 732,438 725,685 1,397,627
−Removed: Classified as held for disposition, net (3)
−Removed: — ( 333,602 ) ( 1,279,443 )
−Removed: Balance at December 31, held for investment $ 732,438 $ 392,083 $ 118,184
−Removed: (1) Includes transaction costs capitalized for asset acquisitions.
−Removed: (2) Includes amounts classified as held for disposition during the year and disposed before the end of the year.
−Removed: (3) Amounts classified as held for disposition during the year and remain as held for disposition at the end of the year.
−Removed: Includes amounts retrospectively classified as held for disposition in connection with discontinued operations.
+Added: No subsequent events have occurred that would require recognition in the consolidated financial statements or disclosure in the accompanying notes.
Form 10-K Summary
1 unchanged sentence
Exhibit Number Description
−Removed: 3.1* Restated Charter of DigitalBridge Group, Inc.
−Removed: (incorporated by reference to Exhibit 3.1 to the Company’s Quarterly Report on Form 10-Q filed on November 7, 2022)
−Removed: 3.2 Amended and Restated Bylaws of DigitalBridge Group, Inc.
−Removed: (incorporated by reference to Exhibit 3.2 to the Company's Current Report on Form 8-K filed on June 23, 2021)
+Added: 3.1 Restated Charter of DigitalBridge Group, Inc.(incorporated by reference to Exhibit 3.1 to the Company’s Quarterly Report on Form 10-Q filed on August 4, 2023)
+Added: 3.2 Amended and Restated Bylaws of DigitalBridge Group, Inc., effective August 1, 2023 (incorporated by reference to Exhibit 3.
+Added: 2 to the Company’s Quarterly Report on Form 10-Q filed on August 4, 2023)
3.3 Articles Supplementary designating 7.15% Series I Cumulative Redeemable Perpetual Preferred Stock, liquidation preference $25.00 per share, par value $0.01 per share (incorporated by reference to Exhibit 3.2 to the Company’s Form 8-A filed on June 5, 2017)
4 unchanged sentences
(f/k/a Colony Financial, Inc.) and The Bank of New York Mellon, as trustee (incorporated by reference to Exhibit 4.1 to Colony Financial, Inc.’s Current Report on Form 8-K filed on April 10, 2013)
−Removed: 4.4 First Supplemental Indenture, dated as of April 10, 2013, by and between DigitalBridge Group, Inc.
−Removed: (f/k/a Colony Financial, Inc.) and The Bank of New York Mellon (incorporated by reference to Exhibit 4.2 to Colony Capital, Inc.’s Current Report on Form 8-K filed on April 10, 2013)
4.4 Third Supplemental Indenture, dated as of January 10, 2017, between DigitalBridge Group, Inc.
8 unchanged sentences
(f/k/a Colony Capital, Inc.) and the initial purchasers party thereto (incorporated by reference to Exhibit 10.7 to the Company's Current Report on Form 8-K filed on July 23, 2020)
+Added: Exhibit Number Description
4.10 Base Indenture, dated as of July 9, 2021, by and among DigitalBridge Issuer, LLC, DigitalBridge Co-Issuer, LLC, together as Co-Issuers, certain indirect and direct subsidiaries of the Co-Issuers and Citibank, N.A., as Trustee (incorporated by reference to Exhibit 4.1 to the Company's Current Report on Form 8-K filed on July 15, 2021)
3 unchanged sentences
1 to Series 2021-1 Supplement to Base Indenture, dated as of April 1, 2022, by and among DigitalBridge Issuer, LLC and DigitalBridge Co-Issuer, LLC, together as Co-Issuers, certain indirect and direct subsidiaries of the Co-Issuers and Citibank, N.A., as Trustee (incorporated by reference to Exhibit 4.2 to the Company's Current Report on Form 8-K filed on April 5, 2022)
−Removed: Certain Instruments defining the rights of holders of long-term debt securities of the Registrant and its subsidiaries are omitted pursuant to Item 601(b)(4)(iii) of Regulation S-K.
−Removed: The Registrant hereby undertakes to furnish to the SEC, upon request, copies of any such instruments.
10.1 Third Amended and Restated Limited Liability Company Agreement of DigitalBridge Operating Company, LLC (f/k/a Colony Capital Operating Company, LLC) (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on January 10, 2017)
3 unchanged sentences
2 to the Third Amended and Restated Limited Liability Company Agreement of DigitalBridge Operating Company, LLC (f/k/a Colony Capital Operating Company, LLC), dated as of October 13, 2017 (incorporated by reference to Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q filed on November 9, 2017)
−Removed: Exhibit Number Description
10.4 Amendment No.
9 unchanged sentences
(incorporated by reference to Exhibit 10.17 to the Company’s Current Report on Form 8-K12B filed on January 10, 2017)
−Removed: 10.9† Amended and Restated Employment Agreement, dated as of December 9, 2022, between DigitalBridge Group, Inc.
−Removed: and Ronald M.
−Removed: Sanders (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on December 22, 2022)
−Removed: 10.10† Employment Agreement, dated as of July 25, 2019, between DigitalBridge Group, Inc.
−Removed: (f/k/a Colony Capital, Inc.) and Marc Ganzi (incorporated by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K filed on July 30, 2019)
10.9† Form of Restricted Stock Agreement (incorporated by reference to Exhibit 10.8 to the Company’s Quarterly Report on Form 10-Q filed on May 9, 2022)
10.10† Form of Performance Restricted Stock Unit Agreement (incorporated by reference to Exhibit 10.9 to the Company’s Quarterly Report on Form 10-Q filed on May 9, 2022)
−Removed: 10.13 Investment Agreement, dated as of July 7, 2020, by and among Colony Valhalla Partners I-A Holdings, L.P., a Delaware limited partnership, Colony Valhalla Partners I-B Holdings, L.P., a Delaware limited partnership, Colony Valhalla Partners II Holdings, L.P., a Delaware limited partnership, CBRE Caledon Valhalla Aggregator Holdings LP, a Delaware limited partnership and Vantage Data Centers Holdings, LLC, a Delaware limited liability company (incorporated by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K filed on July 13, 2020)
10.11 Agreement of Purchase and Sale, dated as of April 14, 2022, by and among DigitalBridge Digital IM Holdco, LLC, Wafra Strategic Holdings LP, W-Catalina (B) LLC, W-Catalina (S) LLC, W-Catalina (C) LLC, and, solely with respect to certain sections, DigitalBridge Group, Inc.
and DigitalBridge Operating Company, LLC (incorporated by reference to Exhibit 2.1 to the Company's Current Report on Form 8-K filed on April 18, 2022)
−Removed: 10.15 Termination Agreement, dated as of May 23, 2022, by and among DigitalBridge Management Holdings, LLC, DigitalBridge Digital IM Holdco, LLC, DigitalBridge IM Manager, LLC, DigitalBridge Operating Company, LLC, DigitalBridge Group, Inc., Colony DCP (CI) Bermuda, LP, Marc Ganzi, Ben Jenkins, W-Catalina (C) LLC and W-Catalina (S) LLC (incorporated by reference to Exhibit 10.2 to the Company's Current Report on Form 8-K filed on May 24, 2022)
10.12 Registration Rights Agreement, dated as of May 23, 2022, by and between DigitalBridge Group, Inc.
4 unchanged sentences
(f/k/a Colony Capital, Inc.) and Marc Ganzi (incorporated by reference to Exhibit 10.5 to the Company's Current Report on Form 8-K filed on July 23, 2020)
−Removed: 10.19 Joinder and Amendment to Letter Agreement, dated as of July 22, 2020, by and among Digital Bridge Holdings, LLC, CC Valhalla Investor, LLC, Marc Ganzi, Benjamin Jenkins and the other parties named therein (incorporated by reference to Exhibit 10.11 to the Company's Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2020)
−Removed: 10.20 Assignment and Contribution Agreement, dated as of July 22, 2020, by and among Marc Ganzi, Benjamin Jenkins, MCG Analog, LLC, the Ganzi Extended Family Trust, BJJ Analog, LLC, DB Aviator Manager Rollover Holdings, L.P., DCR YieldCo Holdings, LP and DCR and Aviator Holdings GP, LLC (incorporated by reference to Exhibit 10.12 to the Company's Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2020)
−Removed: 10.21 Amended and Restated Partnership Agreement of DB Aviator Manager Rollover Holdings, L.P., dated as of July 22, 2020, by and among Colony Valhalla GP, LLC, Colony Capital Acquisitions, LLC, MCG Analog, LLC, Ganzi Extended Family Trust, BJJ Analog, LLC and Valhalla Management Holdings, LLC (incorporated by reference to Exhibit 10.13 to the Company's Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2020)
+Added: 10.15† Employment Agreement, dated as of July 25, 2019, between DigitalBridge Group, Inc.
+Added: (f/k/a Colony Capital, Inc.) and Marc Ganzi (incorporated by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K filed on July 30, 2019)
10.16† Second Amended and Restated Employment Agreement, dated as of September 27, 2022, between DigitalBridge Group, Inc.
and Jacky Wu (incorporated by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K filed on October 3, 2022)
−Removed: 10.23† Employment Agreement, dated as of May 5, 2021 between DigitalBridge Group, Inc.
−Removed: (f/k/a Colony Capital, Inc.) and Sonia Kim (incorporated by reference to Exhibit 10.8 to the Company’s Quarterly Report on Form 10-Q filed on May 10, 2021)
+Added: 10.17† Employment Agreement, dated as of November 13, 2023, between DigitalBridge Group, Inc.
+Added: and Jacky Wu (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on November 16, 2023)
10.18† Amended and Restated Employment Agreement, dated as of March 28, 2022, between DigitalBridge Group, Inc.
and Benjamin J.
−Removed: Jenkins (incorporated by reference to the Company’s Quarterly Report on Form 10-Q filed on May 9, 2022)
+Added: Jenkins (incorporated by reference to Exhibit 10.4 to the Company’s Quarterly Report on Form 10-Q filed on May 9, 2022)
10.19† Amended and Restated Employment Agreement, dated as of March 28, 2022, between DigitalBridge Group, Inc.
−Removed: and Liam Stewart (incorporated by reference to the Company’s Quarterly Report on Form 10-Q filed on May 9, 2022)
−Removed: 10.26 Registration Rights Agreement, dated as of January 31, 2018, by and among BrightSpire Capital, Inc.
−Removed: (f/k/a Colony NorthStar Credit Real Estate), Inc., DigitalBridge Operating Company, LLC (f/k/a Colony Capital Operating Company, LLC) and NRF RED REIT Corp.
−Removed: (incorporated by reference to Exhibit 10.3 to the Company’s Current Report on Form 8-K filed on February 1, 2018)
−Removed: 10.27 Amended and Restated Stockholders Agreement, dated as of April 30, 2021, by and between BrightSpire Capital, Inc.
−Removed: (f/k/a Colony Credit Real Estate, Inc.) and DigitalBridge Operating Company, LLC (f/k/a Colony Capital Operating Company, LLC) (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on May 4, 2021)
+Added: and Liam Stewart (incorporated by reference to Exhibit 10.5 to the Company’s Quarterly Report on Form 10-Q filed on May 9, 2022)
Exhibit Number Description
+Added: 10.20† Employment Agreement, dated as of August 22, 2023, between DigitalBridge Group, Inc.
+Added: and Geoffrey Goldschein (incorporated by reference Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q filed on November 3, 2023)
+Added: 10.21† Employment Agreement between the Company and Thomas Mayrhofer, dated as of November 27, 2023 (incorporated by reference to Exhibit 10.1 the Company’s Current Report on Form 8-K filed on December 4, 2023)
+Added: 10.22† Description of Early Bonus Payment for Chief Executive Officer (incorporated by reference to Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q filed on August 4, 2023)
+Added: 10.23† Amended and Restated Employment Agreement, dated as of December 9, 2022, between DigitalBridge Group, Inc.
+Added: and Ronald M.
+Added: Sanders (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on December 22, 2022)
+Added: 10.24† First Amendment to the Amended and Restated Employment Agreement by and between DigitalBridge Group, Inc.
+Added: and Ronald M.
+Added: Sanders, dated as of April 24, 2023 (incorporated by reference to Exhibit 10.2 to the Company's Quarterly Report on Form 10-Q filed on August 4, 2023)
10.25 Class A-1 Note Purchase Agreement, dated as of July 9, 2021, by and among DigitalBridge Issuer, LLC and DigitalBridge Co-Issuer, LLC, together as Co-Issuers, each of DigitalBridge Holdings 1, LLC, DigitalBridge Holdings 2, LLC and DigitalBridge Holdings 3, LLC, DigitalBridge Guarantor, LLC and DigitalBridge Co-Guarantor, LLC, as Co-Guarantors, Colony Capital Investment Holdco, LLC, as Manager, the conduit investors party thereto, the financial institutions party thereto, certain funding agents, and Barclays Bank PLC, as L/C Provider and Administrative Agent (incorporated by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K filed on July 15, 2021)
4 unchanged sentences
10.29 Management Agreement, dated as of July 9, 2021, by and among DigitalBridge Issuer, LLC and DigitalBridge Co-Issuer, LLC, together as Co-Issuers, each of DigitalBridge Holdings 1, LLC, DigitalBridge Holdings 2, LLC and DigitalBridge Holdings 3, LLC, DigitalBridge Guarantor, LLC and DigitalBridge Co-Guarantor, LLC, as Co-Guarantors, and Colony Capital Investment Holdco, LLC, as Manager (incorporated by reference to Exhibit 10.4 to the Company's Current Report on Form 8-K filed on July 15, 2021)
−Removed: 10.33 Purchase and Sale Agreement, dated September 6, 2021, between DigitalBridge Operating Company, LLC and CWP Bidco LP (incorporated by reference to Exhibit 2.1 to the Company's Current Report on Form 8-K filed on September 10, 2021)
−Removed: 10.34 Amendment to the Purchase and Sale Agreement, dated February 28, 2022, between DigitalBridge Operating Company, LLC and CWP Bidco LP (incorporated by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K filed on March 3, 2022)
−Removed: 10.35 Agreement for Sale and Purchase, dated March 25, 2022, between Telenet Group Holding NV and DB SAF Pillar Holdings, LLC (incorporated by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K filed on March 31, 2022)
10.30 Amended and Restated Equity Purchase Agreement, by and among AMP Group Holdings Limited, AMP Capital Investors International Holdings Limited, DigitalBridge Operating Company, LLC and DigitalBridge Investment Holdco, LLC, dated as of December 19, 2022 (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on December 22, 2022)
9 unchanged sentences
Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
+Added: 97* Executive Compensation Clawback Policy, adopted October 27, 2023
101.INS** XBRL Instance Document
8 unchanged sentences
** The document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
−Removed: *** Schedules and exhibits to such agreement have been omitted from this filing pursuant to Item 601(a)(5) of Regulation S-K.
−Removed: The Registrant will furnish copies of such schedules and exhibits to the SEC upon request.
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
4 unchanged sentences
POWER OF ATTORNEY
−Removed: KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature appears below constitutes and appoints Jacky Wu and Ronald M.
−Removed: Sanders and each of them severally, her or his true and lawful attorney-in-fact with power of substitution and re-substitution to sign in her or his name, place and stead, in any and all capacities, to do any and all things and execute any and all instruments that such attorney may deem necessary or advisable under the Securities Exchange Act of 1934 and any rules, regulations and requirements of the U.S.
+Added: KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature appears below constitutes and appoints Jacky Wu and Geoffrey Goldschein and each of them severally, her or his true and lawful attorney-in-fact with power of substitution and re-substitution to sign in her or his name, place and stead, in any and all capacities, to do any and all things and execute any and all instruments that such attorney may deem necessary or advisable under the Securities Exchange Act of 1934 and any rules, regulations and requirements of the U.S.
Securities and Exchange Commission in connection with this Annual Report on Form 10-K and any and all amendments hereto, as fully for all intents and purposes as she or he might or could do in person, and hereby ratifies and confirms all said attorneys-in-fact and agents, each acting alone, and her or his substitute or substitutes, may lawfully do or cause to be done by virtue hereof.
2 unchanged sentences
Ganzi Chief Executive Officer (Principal Executive Officer) February 23, 2024
−Removed: /s/ Jacky Wu Chief Financial Officer (Principal Financial Officer) February 27, 2023
−Removed: /s/ Sonia Kim Chief Accounting Officer (Principal Accounting Officer) February 27, 2023
+Added: /s/ Jacky Wu Chief Financial Officer (Principal Financial Officer and Principal Accounting Officer) February 23, 2024
Curtin Director February 23, 2024
−Removed: Braxton Carter Director February 27, 2023
−Removed: Braxton Carter
+Added: /s/ James Keith Brown Director February 23, 2024
+Added: James Keith Brown
/s/ Jeannie H.
9 unchanged sentences
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.