What changed in this filing

/stocks — the workspaceLOADING

Item 1. Financial Statements

2024-05-03 compared with 2023-11-03 · 490 added, 1056 removed, 679 unchanged (69% of the section changed)

3 unchanged sentences

(In thousands, except per share data)

September 30, 2023 (unaudited)

March 31, 2024

December 31, 2023

3 unchanged sentences

2,488,826 2,476,093

Real estate 3,050,577 5,921,298

Goodwill 465,602 465,991

Deferred leasing costs and intangible assets 697,754 1,092,167

Other assets ($ 0 and $ 11,793 at fair value)

165,340 654,050

Intangible assets 95,131 103,750

Other assets 73,871 78,953

Due from affiliates 87,666 85,815

Assets held for disposition 3,982 275,520

Assets of discontinued operations 579 1,698

$ 3,463,816 $ 3,562,550

Corporate debt $ 371,121 $ 568,912

Non-recourse investment-level debt 2,786,052 4,587,228

Intangible liabilities 20,833 29,824

Debt $ 366,506 $ 371,783

Other liabilities ($ 67,187 and $ 124,019 at fair value)

573,961 681,451

Liabilities related to assets held for disposition 175 380

Liabilities of discontinued operations 918 153

Total liabilities

5 unchanged sentences

Preferred stock, $ 0.01 par value per share;

$ 821,899 and $ 827,779 liquidation preference;

$ 821,899 liquidation preference;

250,000 shares authorized;

32,876 and 33,111 shares issued and outstanding

32,876 shares issued and outstanding

794,670 794,670

Common stock, $ 0.01 and $ 0.04 par value per share

Common stock, $ 0.01 par value per share

Class A, 237,250 shares authorized;

17 unchanged sentences

DigitalBridge Group, Inc.

Supplemental Schedule to Consolidated Balance Sheets

(In thousands)

Investment Management Operating Corporate and Other

September 30, 2023 December 31, 2022 September 30, 2023 December 31, 2022 September 30, 2023 December 31, 2022

Cash and cash equivalents $ 62,212 $ 39,563 $ 59,982 $ 65,975 $ 311,850 $ 812,716

Restricted cash 4,116 2,298 98,701 114,442 1,809 1,745

Investments (Note 4)

568,892 395,327 — 4,638 1,311,089 842,036

Real estate (Note 5)

— — 3,050,577 5,921,298 — —

Goodwill (Note 6)

466,092 298,248 — 463,120 — —

Deferred leasing costs and intangible assets (Note 6)

110,287 85,172 586,987 1,006,469 480 526

Other assets (Note 7)

29,771 13,356 89,234 573,229 46,335 67,465

Due from affiliates (Note 16)

67,424 41,458 — — 2,271 3,902

$ 1,308,794 $ 875,422 $ 3,885,481 $ 8,149,171 $ 1,673,834 $ 1,728,390

Corporate debt (Note 8)

$ 199,745 $ 198,677 $ 70,499 $ 70,120 $ 100,877 $ 300,115

Non-recourse investment-level debt (Note 8)

— — 2,781,637 4,586,765 4,415 463

Intangible liabilities (Note 6)

— — 20,833 29,824 — —

Other liabilities (Note 7)

369,772 342,696 118,977 725,236 179,823 204,164

$ 569,517 $ 541,373 $ 2,991,946 $ 5,411,945 $ 285,115 $ 504,742

Redeemable noncontrolling interests (Note 10)

$ 909 $ 680 $ — $ — $ 26,269 $ 99,894

Noncontrolling interests in investment entities (1)

228,838 136,668 837,793 2,463,559 173,838 113,390

(1) Excludes amounts related to assets held for disposition in connection with discontinued operations.

The accompanying notes form an integral part of the consolidated financial statements.

DigitalBridge Group, Inc.

Consolidated Statements of Operations

(In thousands, except per share data)

Three Months Ended September 30, Nine Months Ended September 30,

2023 2022 2023 2022

Fee income ($ 63,496 , $ 40,350 , $ 183,112 and $ 125,757 from affiliates)

Three Months Ended March 31,

Fee revenue ($ 69,811 and $ 56,389 from affiliates)

$ 72,955 $ 59,126

Carried interest allocation 168,891 121,698 193,389 201,398

Carried interest allocation (reversal) ( 8,478 ) ( 54,756 )

Principal investment income 2,845 3,562

Property operating income 214,058 244,336 679,738 681,098

Other income ($ 2,486 and $ 1,253 from affiliates)

10,948 11,024 37,024 33,975

Total revenues 74,393 18,496

Property operating expense 94,481 105,987 289,838 287,280

Interest expense 5,192 8,131

Investment expense 5,728 9,510 16,732 26,262

Transaction-related costs 760 8,527

Placement fees 15 — 3,668 —

Depreciation and amortization 9,167 6,875

Compensation expense—cash and equity-based 51,184 47,471

Compensation expense—incentive fee and carried interest allocation 72,865 80,831 72,110 109,548

Administrative expenses 24,077 29,909 76,346 84,147

Compensation expense—incentive fee and carried interest allocation (reversal) ( 6,714 ) ( 36,831 )

Administrative and other expenses 24,310 20,447

Total expenses 83,899 54,620

Other income (loss)

Other gain (loss), net ( 5,894 ) ( 144,514 )

11 unchanged sentences

Preferred stock dividends 14,660 14,676

Preferred stock repurchases

— ( 1,098 ) ( 927 ) ( 1,098 )

Net income (loss) attributable to common stockholders $ ( 44,288 ) $ ( 212,473 )

12 unchanged sentences

DigitalBridge Group, Inc.

Supplemental Schedule to Consolidated Statements of Operations

(In thousands)

Investment Management Operating Corporate and Other

Three Months Ended September 30, Three Months Ended September 30, Three Months Ended September 30,

2023 2022 2023 2022 2023 2022

Fee income (Note 14)

$ 66,058 $ 42,039 $ — $ — $ ( 818 ) $ ( 776 )

Carried interest allocation 168,891 121,698 — — — —

Principal investment income 1,451 1,016 — — 16,492 10,515

Property operating income (Note 5)

— — 214,058 225,323 — 19,013

Other income 1,255 1,914 319 64 9,374 9,046

Total revenues 237,655 166,667 214,377 225,387 25,048 37,798

Property operating expense — — 94,481 100,051 — 5,936

Interest expense 2,651 2,953 45,305 40,770 1,938 9,309

Investment expense 409 1,711 5,084 5,288 235 2,511

Transaction-related costs 881 1,282 — — 15 2,597

Placement fees 15 — — — — —

Depreciation and amortization 9,003 5,369 118,681 130,663 316 9,562

Compensation expense—cash and equity-based 39,760 22,566 21,598 30,574 13,356 12,404

Compensation expense—incentive fee and carried interest allocation 72,865 80,831 — — — —

Administrative expenses 9,410 4,517 7,525 7,400 7,142 17,992

Total expenses 134,994 119,229 292,674 314,746 23,002 60,311

Other gain (loss), net ( 2,662 ) ( 110 ) ( 1,612 ) ( 4,418 ) 259,101 30,436

Income (loss) from continuing operations before income taxes 99,999 47,328 ( 79,909 ) ( 93,777 ) 261,147 7,923

Income tax benefit (expense) 15 ( 1,263 ) 202 5 ( 74 ) 9,099

Income (loss) from continuing operations 100,014 46,065 ( 79,707 ) ( 93,772 ) 261,073 17,022

Income (loss) from continuing operations attributable to noncontrolling interests:

Redeemable noncontrolling interests — 25 — — 132 ( 6,467 )

Investment entities 43,666 19,888 ( 68,743 ) ( 76,706 ) 7,386 6,422

Operating Company 3,957 1,919 ( 773 ) ( 1,185 ) 16,913 158

Income (loss) from continuing operations attributable to DigitalBridge Group, Inc.

$ 52,391 $ 24,233 $ ( 10,191 ) $ ( 15,881 ) $ 236,642 $ 16,909

The accompanying notes form an integral part of the consolidated financial statements.

DigitalBridge Group, Inc.

Supplemental Schedule to Consolidated Statements of Operations

(In thousands)

Investment Management Operating Corporate and Other

Nine Months Ended September 30, Nine Months Ended September 30, Nine Months Ended September 30,

2023 2022 2023 2022 2023 2022

Fee income (Note 14)

$ 192,787 $ 130,789 $ — $ — $ ( 2,679 ) $ ( 2,371 )

Carried interest allocation 193,389 201,398 — — — —

Principal investment income 3,373 2,049 — — 48,541 32,380

Property operating income (Note 5)

— — 679,738 655,480 — 25,618

Other income 4,028 4,172 1,362 116 31,634 29,687

Total revenues 393,577 338,408 681,100 655,596 77,496 85,314

Property operating expense — — 289,838 278,798 — 8,482

Interest expense 7,883 8,240 156,574 114,187 8,655 21,023

Investment expense 1,136 3,110 15,245 18,791 351 4,361

Transaction-related costs 6,686 3,180 — — 3,850 3,620

Placement fees 3,668 — — — — —

Depreciation and amortization 26,451 16,020 391,589 399,371 1,096 14,122

Compensation expense—cash and equity-based 113,740 70,604 75,212 70,759 43,404 42,515

Compensation expense—incentive fee and carried interest allocation 72,110 109,548 — — — —

Administrative expenses 23,770 13,557 23,606 23,209 28,970 47,381

Total expenses 255,444 224,259 952,064 905,115 86,326 141,504

Other gain (loss), net ( 3,188 ) ( 3,589 ) 501 ( 3,996 ) 103,232 ( 162,644 )

Income (loss) from continuing operations before income taxes 134,945 110,560 ( 270,463 ) ( 253,515 ) 94,402 ( 218,834 )

Income tax benefit (expense) ( 2,558 ) ( 5,643 ) ( 241 ) 174 ( 1,369 ) 23,241

Income (loss) from continuing operations 132,387 104,917 ( 270,704 ) ( 253,341 ) 93,033 ( 195,593 )

Income (loss) from continuing operations attributable to noncontrolling interests:

Redeemable noncontrolling interests 229 ( 3,194 ) — — 4,405 ( 28,795 )

Investment entities 77,842 67,168 ( 236,724 ) ( 206,316 ) 16,204 2,394

Operating Company 3,814 3,043 ( 2,491 ) ( 3,513 ) 1,727 ( 17,166 )

Income (loss) from continuing operations attributable to DigitalBridge Group, Inc.

$ 50,502 $ 37,900 $ ( 31,489 ) $ ( 43,512 ) $ 70,697 $ ( 152,026 )

The accompanying notes form an integral part of the consolidated financial statements.

DigitalBridge Group, Inc.

Consolidated Statements of Comprehensive Income (Loss)

(In thousands)

Three Months Ended September 30, Nine Months Ended September 30,

2023 2022 2023 2022

Three Months Ended March 31,

Net income (loss) $ ( 30,766 ) $ ( 292,344 )

1 unchanged sentence

Equity method investments — 318

Available-for-sale debt securities — — — ( 6,373 )

Foreign currency translation ( 754 ) ( 231 )

Net investment hedges — 10,932 — 17,916

Other comprehensive income (loss) ( 754 ) 87

14 unchanged sentences

Other comprehensive income (loss) — — — — 33 33 35 19 87

Exchange of notes for common stock (Note 8)

— 256 177,562 — — 177,818 — — 177,818

Adjustment of redeemable noncontrolling interest and warrants to fair value (Note 10)

— — ( 690,000 ) — — ( 690,000 ) — — ( 690,000 )

Deconsolidation of investment entities — — — — — — ( 176,856 ) — ( 176,856 )

Redemption of OP Units for class A common stock — — 2 — — 2 — ( 2 ) —

Equity-based compensation — 50 14,286 — — 14,336 2,734 1,555 18,625

Shares canceled for tax withholdings on vested equity awards — ( 17 ) ( 11,393 ) — — ( 11,410 ) — — ( 11,410 )

Acquisition of noncontrolling interest — — — — — — ( 32,076 ) — ( 32,076 )

Contributions from noncontrolling interests — — — — — — 343,006 — 343,006

Distributions to noncontrolling interests — — — — — — ( 26,018 ) — ( 26,018 )

Preferred stock dividends — — — ( 15,760 ) — ( 15,760 ) — — ( 15,760 )

Reallocation of equity (Notes 2 and 10)

— — 45,099 — 75 45,174 — ( 45,174 ) —

Balance at March 31, 2022 854,232 $ 5,981 $ 7,356,363 $ ( 6,838,497 ) $ 12,753 $ 1,390,832 $ 2,688,907 $ 43,204 $ 4,122,943

Net income (loss) — — — ( 21,562 ) — ( 21,562 ) ( 29,102 ) ( 3,090 ) ( 53,754 )

Other comprehensive income (loss) — — — — ( 11,346 ) ( 11,346 ) ( 7,772 ) ( 926 ) ( 20,044 )

Adjustment of redeemable noncontrolling interest and warrants to fair value (Note 10)

— — ( 35,026 ) — — ( 35,026 ) — — ( 35,026 )

Shares issued for redemption of redeemable noncontrolling interest (Note 10)

— 577 348,182 — — 348,759 — — 348,759

Transaction costs incurred in connection with redemption of redeemable noncontrolling interest — — ( 7,137 ) — — ( 7,137 ) — — ( 7,137 )

Reclassification of carried interest allocated to redeemable noncontrolling interest to noncontrolling interest in investment entities (Note 10)

— — — — — — 4,087 — 4,087

Deconsolidation of investment entities

— — — — — — 11,047 — 11,047

Redemption of OP Units for class A common stock — 4 335 — — 339 — ( 339 ) —

Equity-based compensation — 9 7,508 — — 7,517 1,061 591 9,169

Shares canceled for tax withholdings on vested equity awards — ( 7 ) ( 5,060 ) — — ( 5,067 ) — — ( 5,067 )

Contributions from noncontrolling interests — — — — — — 215,790 — 215,790

Distributions to noncontrolling interests — — — — — — ( 13,490 ) — ( 13,490 )

Preferred stock dividends — — — ( 15,758 ) — ( 15,758 ) — — ( 15,758 )

Reallocation of equity (Notes 2 and 10)

— — ( 18,313 ) — 48 ( 18,265 ) — 18,265 —

Balance at June 30, 2022 $ 854,232 $ 6,564 $ 7,646,852 $ ( 6,875,817 ) $ 1,455 $ 1,633,286 $ 2,870,528 $ 57,705 $ 4,561,519

The accompanying notes form an integral part of the consolidated financial statements.

DigitalBridge Group, Inc.

Consolidated Statements of Equity (Continued)

(In thousands, except per share data)

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 June 30, 2022 $ 854,232 $ 6,564 $ 7,646,852 $ ( 6,875,817 ) $ 1,455 $ 1,633,286 $ 2,870,528 $ 57,705 $ 4,561,519

Net loss — — — ( 49,088 ) — ( 49,088 ) ( 60,623 ) ( 4,834 ) ( 114,545 )

Other comprehensive loss — — — — ( 5,512 ) ( 5,512 ) ( 19,587 ) ( 425 ) ( 25,524 )

Stock repurchases (Note 9)

( 53,877 ) ( 38 ) ( 12,476 ) — — ( 66,391 ) — — ( 66,391 )

DataBank recapitalization (Note 10)

— — 170,770 — — 170,770 ( 170,770 ) — —

Common stock repurchases ( 52 ) — — — — ( 52 ) — — ( 52 )

Equity-based compensation — 99 10,930 — — 11,029 5,542 41 16,612

Shares canceled for tax withholdings on vested equity awards — ( 16 ) ( 4,847 ) — — ( 4,863 ) — — ( 4,863 )

Cost of DataBank recapitalization — — ( 8,749 ) — — ( 8,749 ) ( 21,247 ) — ( 29,996 )

Contributions from noncontrolling interests — — — — — — 29,684 — 29,684

5 unchanged sentences

— — ( 429 ) — ( 2 ) ( 431 ) — 431 —

Balance at September 30, 2022 $ 800,355 $ 6,526 $ 7,793,492 $ ( 6,941,658 ) $ ( 4,056 ) $ 1,654,659 $ 2,890,162 $ 63,868 $ 4,608,689

Balance at March 31, 2023 $ 800,303 $ 6,480 $ 7,823,722 $ ( 7,176,706 ) $ ( 1,478 ) $ 1,452,321 $ 2,650,893 $ 48,598 $ 4,151,812

The accompanying notes form an integral part of the consolidated financial statements.

7 unchanged sentences

Other comprehensive income (loss) — — — — ( 700 ) ( 700 ) — ( 54 ) ( 754 )

Preferred stock repurchases (Note 9)

( 52 ) — — — — ( 52 ) — — ( 52 )

Equity-based compensation — 99 10,930 — — 11,029 5,542 41 16,612

Shares canceled for tax withholdings on vested equity awards — ( 16 ) ( 4,847 ) — — ( 4,863 ) — — ( 4,863 )

Contributions from noncontrolling interests — — — — — — 29,684 — 29,684

Distributions to noncontrolling interests — — — — — — ( 43,436 ) ( 126 ) ( 43,562 )

Preferred stock dividends — — — ( 14,676 ) — ( 14,676 ) — — ( 14,676 )

Common stock dividends declared ($ 0.01 per share)

— — — ( 1,620 ) — ( 1,620 ) — — ( 1,620 )

Reallocation of equity (Notes 2 and 10)

Settlement of Wafra contingent consideration (Note 6)

— 10 17,490 — — 17,500 — — 17,500

Balance at March 31, 2023 $ 800,303 $ 6,480 $ 7,823,722 $ ( 7,176,706 ) $ ( 1,478 ) $ 1,452,321 $ 2,650,893 $ 48,598 $ 4,151,812

Net income (loss) — — — ( 8,663 ) — ( 8,663 ) ( 39,667 ) ( 1,745 ) ( 50,075 )

Other comprehensive income (loss) — — — — 2,582 2,582 360 201 3,143

Change in common stock par value (Note 9)

Reclassification of warrants (Note 10)

— — 33,000 — — 33,000 — — 33,000

Preferred stock repurchases (Note 9)

Exchange of notes for common stock (Note 7)

— 7 5,934 — — 5,941 — — 5,941

9 unchanged sentences

— — ( 2,743 ) — 1 ( 2,742 ) — 2,742 —

Balance at June 30, 2023 $ 794,670 $ 1,626 $ 7,846,440 $ ( 7,201,651 ) $ 1,122 $ 1,442,207 $ 2,639,606 $ 47,198 $ 4,129,011

The accompanying notes form an integral part of the consolidated financial statements.

DigitalBridge Group, Inc.

Consolidated Statements of Equity (Continued)

(In thousands, except per share data)

Balance at June 30, 2023 $ 794,670 $ 1,626 $ 7,846,440 $ ( 7,201,651 ) $ 1,122 $ 1,442,207 $ 2,639,606 $ 47,198 $ 4,129,011

Net income (loss) — — — 276,473 — 276,473 ( 17,746 ) 19,918 278,645

Other comprehensive income (loss) — — — — ( 1,974 ) ( 1,974 ) 21 ( 93 ) ( 2,046 )

DataBank recapitalization (Note 10)

— — ( 14,791 ) — — ( 14,791 ) 33,001 — 18,210

DataBank deconsolidation (Note 10)

— — — — 965 965 ( 1,427,435 ) — ( 1,426,470 )

Equity-based compensation — 12 11,023 — — 11,035 3,934 41 15,010

Shares canceled for tax withholdings on vested equity awards — ( 4 ) ( 7,955 ) — — ( 7,959 ) — — ( 7,959 )

Contributions from noncontrolling interests — — — — — — 26,907 — 26,907

Distributions to noncontrolling interests — — — — — — ( 16,732 ) ( 124 ) ( 16,856 )

Preferred stock dividends — — — ( 14,660 ) — ( 14,660 ) — — ( 14,660 )

Common stock dividends declared ($ 0.01 per share)

— — — ( 1,632 ) — ( 1,632 ) — — ( 1,632 )

Reallocation of equity (Notes 2 and 10)

— — 1,109 — — 1,109 — ( 1,109 ) —

Balance at September 30, 2023 $ 794,670 $ 1,634 $ 7,835,826 $ ( 6,941,470 ) $ 113 $ 1,690,773 $ 1,241,556 $ 65,831 $ 2,998,160

Balance at March 31, 2024 $ 794,670 $ 1,662 $ 7,909,865 $ ( 6,888,452 ) $ 712 $ 1,818,457 $ 610,692 $ 73,686 $ 2,502,835

The accompanying notes form an integral part of the consolidated financial statements.

2 unchanged sentences

(In thousands)

Nine Months Ended September 30,

Three Months Ended March 31,

Cash Flows from Operating Activities

1 unchanged sentence

Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:

Paid-in-kind interest added to loan principal ( 544 ) ( 4,887 )

Straight-line rent income ( 6,020 ) ( 18,417 )

Amortization of above- and below-market lease values, net 1,216 ( 58 )

Amortization of deferred financing costs and debt discount and premium, net 664 12,182

2 unchanged sentences

Other equity method (earnings) losses — 10,609

Distributions of income from equity method investments 3,727 1,105

Impairment of real estate and intangible assets — 35,985

Depreciation and amortization 9,167 141,574

1 unchanged sentence

Deferred income tax (benefit) expense ( 734 ) 881

Loss on debt extinguishment — 133,173

Other (gain) loss, net 19,267 142,644

1 unchanged sentence

(Increase) decrease in other assets and due from affiliates 1,940 20,757

Increase (decrease) in accrued and other liabilities and due to affiliates 67,324 77,559

Increase (decrease) in other liabilities and due to affiliates ( 43,269 ) ( 83,366 )

Net cash provided by (used in) operating activities ( 27,009 ) 19,734

3 unchanged sentences

Proceeds from sale of equity investments 23,471 308,254

Acquisition of loans receivable and debt securities — ( 164,815 )

Proceeds from paydown and maturity of debt securities — 566

Net disbursements on originated loans — ( 215,918 )

Repayments of loans receivable 6,804 23,956

Proceeds from sales of loans receivable and debt securities — 360,773

Acquisition of and additions to real estate, related intangibles and leasing commissions — ( 163,157 )

Proceeds from sales of real estate investment holding entities — 96,660

Cash and restricted cash assumed by buyer in sales of real estate investment holding entities — ( 189,453 )

Investment deposits 766 ( 5,704 )

2 unchanged sentences

— ( 313,164 )

Cash and restricted cash derecognized in DataBank deconsolidation

( 102,448 ) —

Proceeds from DataBank recapitalization, net of carried interest distribution

Other investing activities, net — ( 769 )

Purchase of fixed assets ( 3,055 ) —

Net cash provided by (used in) investing activities ( 21,968 ) ( 259,109 )

The accompanying notes form an integral part of the consolidated financial statements.

DigitalBridge Group, Inc.

1 unchanged sentence

(In thousands)

Nine Months Ended September 30,

Three Months Ended March 31,

Cash Flows from Financing Activities

1 unchanged sentence

Dividends paid to common stockholders ( 1,634 ) ( 1,599 )

Repurchases of common stock — ( 8,008 )

Borrowings on corporate debt — 290,000

Repayments of corporate debt, including senior notes ( 200,000 ) ( 304,237 )

Borrowings from investment level debt

1,722,443 724,582

Repayments of investment level debt

4 unchanged sentences

Payment of contingent consideration to Wafra

Repurchases of preferred stock ( 4,758 ) ( 52,779 )

( 17,500 ) ( 90,000 )

Shares canceled for tax withholdings on vested equity awards ( 8,303 ) ( 4,863 )

Acquisition of noncontrolling interest — ( 32,076 )

Net cash provided by (used in) financing activities ( 48,471 ) 26,786

6 unchanged sentences

Reconciliation of cash, cash equivalents and restricted cash to consolidated balance sheets

Nine Months Ended September 30,

Beginning of the period

Three Months Ended March 31,

Beginning of period

Cash and cash equivalents $ 345,335 $ 855,564

Restricted cash 4,915 4,854

Restricted cash included in assets held for disposition — 65,022

Assets of discontinued operations—cash and cash equivalents

Assets of discontinued operations—restricted cash

Total cash, cash equivalents and restricted cash—beginning of period

End of the period

$ 350,250 $ 1,036,739

End of period

Cash and cash equivalents $ 247,354 $ 603,427

Restricted cash 4,787 3,428

Assets of discontinued operations—cash and cash equivalents

Assets of discontinued operations—restricted cash

Total cash, cash equivalents and restricted cash—end of period

$ 252,141 $ 824,214

The accompanying notes form an integral part of the consolidated financial statements.

Supplemental Disclosure of Cash Flow Information

Three Months Ended March 31,

(In thousands) 2024 2023

Supplemental Disclosure of Cash Flow Information

Cash paid for interest $ 5,691 $ 53,375

Cash received (paid) for income taxes 836 1,463

Operating lease payments for corporate offices

Supplemental Disclosure of Cash Flows from Discontinued Operations

Net cash provided by (used in) operating activities of discontinued operations $ 431 $ 67,796

Net cash provided by (used in) investing activities of discontinued operations 27 86,817

Supplemental Disclosure of Noncash Investing and Financing Activities

Dividends and distributions payable $ 16,563 $ 16,444

Receivables from asset sales — 2,282

Redemption of OP Units for common stock 515 —

Exchange of notes into shares of Class A common stock 5,941 —

Settlement of Wafra contingent consideration through issuance of Class A common stock 17,500 —

Preferred stock repurchase payable — 52

The accompanying notes form an integral part of the consolidated financial statements.

DigitalBridge Group, Inc.

Notes to Consolidated Financial Statements

September 30, 2023

March 31, 2024

Business and Organization

2 unchanged sentences

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.

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.

In February 2023, the Company further expanded its investment offerings to encompass InfraBridge, a newly-acquired mid-market global infrastructure equity platform (Note 3).

In September 2023, the Company completed a recapitalization of its portfolio company, DataBank, an edge colocation data center business.

As a result of an additional sell down of the Company's ownership interest in DataBank in the final closing of the recapitalization, the Company was determined to no longer hold a controlling financial interest in DataBank and deconsolidated DataBank upon completion of the recapitalization on September 14, 2023 (Note 10).

The Company operates as a taxable C Corporation commencing with the taxable year ended December 31, 2022, except for certain subsidiaries in the Operating segment that have elected to be taxed as real estate investment trusts for U.S.

federal income tax purposes.

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") .

At September 30, 2023, the Company owned 93 % of the OP , as its sole managing member.

The Company operates as a taxable C Corporation and 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") .

At March 31, 2024, the Company owned 93 % of the OP , as its sole managing member.

The remaining 7 % is owned primarily by certain current and former employees of the Company as noncontrolling interests.

10 unchanged sentences

The portions of equity, net income (loss) and other comprehensive income (loss) of consolidated subsidiaries that are not attributable to the parent are presented separately as amounts attributable to noncontrolling interests in the consolidated financial statements.

Noncontrolling interests represent 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 the OP primarily held by certain current and former employees of the Company.

Noncontrolling interests represent predominantly carried interest allocation to certain senior executives of the Company (Note 15), limited partners of consolidated funds, and membership interests in the OP primarily held by certain current and former employees of the Company.

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.

Supplemental Schedules to Consolidated Balance Sheets and Consolidated Statements of Operations

Beginning in 2023, the financial position and financial results of the Company's reportable segments of Investment Management and Operating, and its remaining investment activities and corporate level activities ("Corporate and Other") are presented in supplemental schedules to the consolidated balance sheets and consolidated statements of operations.

The Company's reportable segments and Corporate and Other are described below under " —Segment Reporting ."

The disaggregated presentation in the supplemental schedules enhances transparency and provides meaningful information to investors in understanding the Company's consolidated financial statements, specifically:

• Segregation of the Investment Management segment allows for more clarity and visibility into the financial performance and financial position of the Company's core business;

• The Operating segment represents the consolidation of data center portfolio companies for which the Company has direct co-investments.

This is represented by the consolidation of two portfolio companies up to mid-September 2023, after which the DataBank portfolio company was deconsolidated.

The Company's direct co-investment in the remaining portfolio company was 13 % at September 30, 2023 and December 31, 2022, while its ownership in DataBank was 11 % at December 31, 2022 and through the final close of the recapitalization in mid-September 2023, thereafter the Company's remaining 9.87 % interest in DataBank is presented within Corporate and Other (Note 10).

Although the Operating segment makes up a majority of the balances and activities on a consolidated basis, DBRG's exposure and entitlement are limited to its ownership interest in the portfolio companies in the Operating segment.

The liabilities of the Operating segment are obligations of the portfolio companies of the Operating segment and may only be settled using assets of the portfolio companies.

The supplemental schedule to the consolidated balance sheets excludes assets and liabilities held for disposition that are related to discontinued operations, and stockholders' equity and noncontrolling interests in OP, as these equity items are not specifically attributable to reportable segments.

The supplemental schedules to the consolidated statements of operations present by reportable segment the results from continuing operations attributable to DBRG, excluding discontinued operations and results attributable to common stockholders.

Additionally, fee income in the Investment Management segment is presented prior to elimination of fees earned from the Company's sponsored investment vehicles that are consolidated within the Operating segment and in Corporate and Other.

The elimination of intercompany fees is presented in Corporate and Other.

Use of Estimates

6 unchanged sentences

and/or (iii) is established with non-substantive voting rights.

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.

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.

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.

18 unchanged sentences

The limited partners of these funds have the ability to withdraw all or a portion of their interests from the funds in cash with advance notice.

Prior to full redemption in May 2022, there was also redeemable noncontrolling interests in the Company's investment management business, as discussed further in Note 10.

Redeemable noncontrolling interests is presented outside of permanent equity.

2 unchanged sentences

Such adjustments will be recognized in additional paid-in capital.

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).

Noncontrolling Interests in Investment Entities —This represents limited partners of consolidated closed-end funds, and carried interest allocation to certain senior executives of the Company (Note 15) and to a lesser extent, to a third party investor, Wafra.

Excluding carried interests, allocation of net income or loss is generally based upon relative ownership interests.

3 unchanged sentences

At the end of each reporting 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, as applicable.

Segment Reporting

The Company conducts its business through two reportable segments:

(i) Investment Management;

and (ii) Operating, the Company's direct co-investment in digital infrastructure assets held by its portfolio companies.

• 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.

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.

In addition to its flagship value-add digital infrastructure equity offerings, the Company's investment offerings have expanded to include core equity, credit and liquid securities.

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.

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.

Earnings from the Investment Management segment were attributed 31.5 % to affiliates of Wafra, Inc.

(collectively, "Wafra"), a private investment firm, prior to the Company's redemption of Wafra's interest in the investment management business at the end of May 2022 (Note 10).

• Operating— This segment is composed of balance sheet equity interests in digital infrastructure portfolio companies, which generally earn rental income from providing use of digital asset space and/or capacity through

leases, services and other agreements.

The Company owned interests in two portfolio companies:

Vantage SDC, a stabilized hyperscale data center business (DBRG ownership of 13% at September 30, 2023 and December 31, 2022), and DataBank, an edge colocation data center business (DBRG ownership of 11% at December 31, 2022 and through the final close of the recapitalization and deconsolidation in mid-September 2023;

thereafter, the Company's remaining 9.87% interest in DataBank is presented within Corporate and Other) (Note 10).

DataBank and Vantage SDC are portfolio companies managed by the Company under its Investment Management segment with respect to equity interests funded through third party capital.

The Company's remaining investment activities and corporate level activities are presented as Corporate and Other.

• Other investment activities are composed of the Company's equity interests in:

(i) sponsored investment vehicles, primarily the DigitalBridge Partners ("DBP") flagship funds, InfraBridge funds and funds invested in DataBank, and seed investments in liquid securities and other potential new strategies;

and (ii) remaining non-digital investments.

Outside of its general partner interests, which are presented in the Investment Management segment, the Company's other equity interests in its sponsored and/or managed investment vehicles as general partner affiliate are considered to be incidental to its investment management business.

The primary economics to the Company are represented by fee income and carried interest allocation as general partner and/or manager, rather than economics from its equity interest in the investment vehicles as a general partner affiliate or limited partner equivalent.

With respect to seed investments, these are not intended to be a long-term deployment of capital by the Company and are warehoused on the Company's balance sheet potentially until such time that sufficient third party capital has been raised from sponsored funds.

Remaining non-digital investments are composed of a marketable equity security, and equity interest in a non-traded REIT that is not available for immediate sale (Note 11).

These other investment activities generate largely principal investment income from sponsored funds, and to a lesser extent, revenues in the form of dividend income from consolidated investment vehicles and non-digital investments.

• 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 the Investment Management segment, corporate level administrative and overhead costs, and adjustments to eliminate intercompany fees.

Costs which are directly attributable, or otherwise can be subjected to a reasonable and systematic attribution, have been attributed to the Investment Management segment.

For all periods presented prior to its deconsolidation on September 14, 2023 (Note 10), the consolidated results of operations of DataBank was included in the Operating segment as it represented the activities of a consolidated portfolio company that directly holds and operates digital infrastructure assets.

The Operating segment continues to be a separate reporting segment that reflects the results of operations of Vantage SDC, the Company's remaining consolidated portfolio company.

Subsequent to deconsolidation, the Company's retained interest in DataBank that is held through a sponsored investment vehicle is treated as an equity method investment for which the Company accounts only for its share of changes in the fair value of DataBank, and is presented in Corporate and Other, consistent with the treatment and presentation of the Company's interests as general partner affiliate in its other sponsored investment vehicles.

Accordingly, the change in segment presentation as a result of deconsolidating DataBank does not represent a change in reporting segments and as a result, there is no change to prior period segment presentation as it relates to the Company's interest in DataBank.

The results of operations of the Company's reportable segments are presented in the supplemental schedules to the consolidated statements of operations and reconciled to the consolidated statements of operations as follows:

Three Months Ended September 30, 2023 Three Months Ended September 30, 2022

(In thousands) Investment Management Operating Corporate and Other Total Investment Management Operating Corporate and Other Total

Income (Loss) attributable to DigitalBridge Group, Inc.

Continuing operations $ 52,391 $ ( 10,191 ) $ 236,642 $ 278,842 $ 24,233 $ ( 15,881 ) $ 16,909 $ 25,261

Discontinued operations ( 2,369 ) ( 74,349 )

Net income (loss) attributable to DigitalBridge Group, Inc.

$ 276,473 $ ( 49,088 )

Nine Months Ended September 30, 2023 Nine Months Ended September 30, 2022

(In thousands) Investment Management Operating Corporate and Other Total Investment Management Operating Corporate and Other Total

Income (Loss) attributable to DigitalBridge Group, Inc.

Continuing operations $ 50,502 $ ( 31,489 ) $ 70,697 $ 89,710 $ 37,900 $ ( 43,512 ) $ ( 152,026 ) $ ( 157,638 )

Discontinued operations ( 19,697 ) ( 159,569 )

Net income (loss) attributable to DigitalBridge Group, Inc.

$ 70,013 $ ( 317,207 )

Business Combinations

Definition of a Business —The Company evaluates each purchase transaction to determine whether the acquired assets meet the definition of a business.

3 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.

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.

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.

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.

The excess of the consideration transferred over the values 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.

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.

Such valuations require management to make significant estimates and assumptions.

4 unchanged sentences

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.

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 .

Discontinued Operations

1 unchanged sentence

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.

In March 2023, the Company sold the entirety of its equity method investment in BrightSpire Capital, Inc.

BRSP) of approximately 35.0 million shares for net proceeds totaling $ 201.6 million.

The Company's investment in BRSP

qualified as held for sale in March 2023 and its disposition represents a strategic shift that has major effects on the Company’s operations and financial results, meeting the criteria as discontinued operations as of March 2023.

Accordingly, for all prior periods presented, the equity method investment in BRSP is presented as assets held for disposition on the consolidated balance sheets and equity method earnings (loss) from BRSP is presented as loss from discontinued operations on the consolidated statements of operations.

In 2023, discontinued operations primarily reflect a $ 9.7 million impairment of BRSP shares prior to its disposition, and activities associated with equity investments excluded from the December 2021 bulk sale of the Company's non-digital investment portfolio.

In addition to the above equity investments, in 2022, discontinued operations also included two months of operations of the Wellness Infrastructure business, along with other non-core assets held by a subsidiary, NRF Holdco, LLC ("NRF Holdco"), prior to the sale of all of the equity of NRF Holdco in February 2022.

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, which was fully written down in March 2023, as discussed in Note 11.

In 2022, 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.

The Company's discontinued operations in the periods presented herein represent the following:

• In 2024 and 2023, the Company's former real estate investments along with an adjacent investment management business, which have predominantly been disposed as part of the Company's transformation into an investment manager with a digital infrastructure focus.

• In 2023, the operations of digital infrastructure portfolio companies that represented the Company's former Operating segment prior to their full deconsolidation and qualification as discontinued operations on December 31, 2023.

The Operating segment was 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.

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.

Prior to deconsolidation and reclassification as discontinued operations, a majority of the assets, liabilities and operating results of DataBank and Vantage SDC were attributed to third party investors, presented as noncontrolling interests in investment entities.

• In 2023, the Company's equity method investment in BrightSpire Capital, Inc.

BRSP), which was sold in March 2023 for net proceeds totaling $ 201.6 million, with impairment of $ 9.7 million recorded in 2023 prior to its disposition.

The Company's investment in BRSP qualified as discontinued operations in March 2023.

Loss from discontinued operations is summarized as follows.

Three Months Ended September 30, Nine Months Ended September 30,

Three Months Ended March 31,

(In thousands) 2024 2023

2 unchanged sentences

Other gain (loss) ( 12,961 ) ( 8,647 )

Income (Loss) from discontinued operations before income taxes ( 14,197 ) ( 110,662 )

Income tax benefit (expense) 77 54

5 unchanged sentences

$ ( 13,130 ) $ ( 23,058 )

Assets and Related Liabilities Held for Disposition

Assets and Liabilities of Discontinued Operations

The Company initially measures assets classified as held for disposition at the lower of their carrying amounts or fair value less disposal costs.

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.

At September 30, 2023 and December 31, 2022, all assets and related liabilities held for disposition relate to discontinued operations.

Assets held for disposition of $ 4.0 million at September 30, 2023 consisted of equity investments excluded from the December 2021 bulk sale of the Company's non-digital investments.

Additionally, at December 31, 2022, assets held for disposition of $ 275.5 million also included shares in BRSP of $ 218.0 million that were sold in March 2023 and an equity method investment carried under the fair value option of $ 44.5 million prior to a sale of its underlying assets and a return of capital to the Company in January 2023.

At March 31, 2024 and December 31, 2023, all assets and related liabilities held for disposition relate to discontinued operations and consisted of remaining equity investments excluded from the December 2021 bulk sale of the Company's real estate related investments.

Reclassifications

Reclassifications have been made in connection with discontinued operations, as discussed in "— Discontinued Operations.

" Additionally, the Company 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.

Accordingly, beginning in 2023, principal investment income and carried interest allocation are presented within total revenues on the consolidated statements of operations.

Prior periods have been reclassified to conform to current presentation.

Accounting Standards Adopted in 2023

Contractual Sale Restriction on Equity Securities

In June 2022, the Financial Accounting Standards Board issued Accounting Standards Update ("ASU") 2022-03, Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions , which amends Accounting Standards Codification ("ASC") Topic 820, Fair Valu e Measurement, to clarify that a contractual sale restriction that is entity-specific

is not part of the unit of account of an equity security and is therefore not considered in measuring the fair value of an equity security, in which case, a discount should not be applied.

The amendment further prohibits recognizing the contractual sale restriction as a separate unit of account, that is, as a contra asset or liability.

Sale restrictions that are characteristics of the holder of an equity security include, but are not limited to, lock-up agreements, market stand-off agreements, or specific provisions in agreements between shareholders.

In contrast, a legal restriction preventing a security from being sold on a national securities exchange or an over-the-counter market is a security-specific characteristic as the restriction would similarly apply to a market participant buyer in an assumed sale of the security.

This guidance also applies to issuers of equity securities that are subject to contractual sale restrictions, for example, equity securities issued as consideration in a business combination.

The ASU requires additional disclosures related to equity securities that are subject to contractual sale restrictions, specifically (1) the fair value of such equity securities, (2) the nature and remaining duration of the restrictions, and (3) any circumstances that could cause a lapse in restrictions.

The ASU is effective January 1, 2024, with early adoption permitted in the interim periods.

Transition is prospective with any fair value adjustments resulting from adoption recognized in earnings and the amount adjusted disclosed in the period of adoption.

For subsidiaries of the Company that are investment companies as defined in ASC Topic 946, Financial Services—Investment Companies, the ASU is applied prospectively to equity securities with contractual sale restrictions entered into or modified on or after the adoption date.

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.

The Company early adopted the ASU on January 1, 2023.

At the time of adoption, the Company and its investment company subsidiaries do not have equity securities subject to contractual sale restrictions.

Business Combination

As discussed in "— Discontinued Operations ," the Company's investment in the portfolio companies previously consolidated in the Company's former Operating segment qualified as discontinued operations in December 2023, and their results of operations have been reclassified to income (loss) from discontinued operations for the three months ended March 31, 2023.

Beginning 2024, investment-related expenses, which primarily include reimbursable costs from affiliates, have been recorded within administrative and other expenses on the consolidated statements of operations.

Prior period amounts were immaterial and have been reclassified to conform to current period presentation.

Recently Adopted Accounting Pronouncements

There were no recently adopted accounting pronouncements that had a material effect on the Company's consolidated financial statements.

Future Accounting Standards

Reportable Segment Disclosures

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:

• 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;

• 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;

• Description of how CODM uses each reported segment profit (loss) measure to assess segment performance and determine resource allocation;

• Title and position of individual or name of group or committee identified as CODM.

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.

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.

The ASU does not change existing guidance around identification of operating segments and determination of reportable segments.

The requirements under this ASU are to be applied retrospectively to all prior periods presented unless impracticable.

The ASU is effective for fiscal years beginning January 1, 2024 (that is, Form 10-K as of and for the year ending December 31, 2024), and interim periods within fiscal years beginning January 1, 2025 (that is, Form 10-Q as of and for the three months ending March 31, 2025).

Early adoption is permitted.

The Company will adopt this ASU for its 2024 fiscal year with the filing of its Form 10-K as of and for the year ending December 31, 2024, and is currently evaluating the effects of this new guidance with respect to segment disclosures.

Income Tax Disclosures

In December 2023, the FASB issued ASU 2023-09, Improvements to Income Tax Disclosures, which enhances existing annual income tax disclosures, primarily disaggregation of:

(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;

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).

The ASU also eliminates existing disclosures related to:

(a) reasonably possible significant changes in total amount of unrecognized tax benefits within 12 months of reporting date;

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).

This ASU is effective January 1, 2025, with early adoption permitted in the interim or annual periods.

Transition is prospective with the option to apply retrospective application.

The Company is currently evaluating the effects of this new guidance with respect to annual income tax disclosures.

Business Combinations

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.

3 unchanged sentences

The initial cash consideration was determined, in part, based upon estimated net working capital of the acquired entities at closing.

The purchase price allocation is provisional and will be finalized through the one year measurement period.

In the second and third quarters of 2023, certain adjustments were identified that affected the provisional accounting, as presented below.

These were adjustments to net working capital and to the value of acquired interest in an InfraBridge fund based upon a revised net asset value ("NAV") of the fund, applying new information about facts and circumstances that existed at the time of acquisition.

The Company finalized the purchase price allocation in the first quarter of 2024, as presented below.

(In thousands) As Reported

At March 30, 2023 Measurement Period Adjustments As Revised

At September 30, 2023

At December 31, 2023 Measurement Period Adjustments As Reported

At March 31, 2024

Consideration

12 unchanged sentences

$ 376,314 $ 376,314

• Principal investments represent acquired interests in InfraBridge funds, valued at their most recent net asset value ("NAV") at closing.

• The investment management intangible assets of InfraBridge were composed of the following:

• Management contracts are 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 %.

• Investor relationships represent the fair value of potential 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 %.

• Deferred tax liabilities were recognized for the book-to-tax basis difference of identifiable intangible assets acquired, net of deferred tax asset assumed.

• Principal investments represent acquired interests in InfraBridge funds, valued at their most recent NAV at closing.

• The intangible assets of InfraBridge were composed of the following:

• 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 %.

• 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 %.

• Deferred tax liabilities were recognized for the book-to-tax basis difference of identifiable intangible assets acquired, net of deferred tax assets assumed.

• 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.

• Goodwill is the value of the business acquired that is not already captured in identifiable assets, largely represented by the synergies from combining the capital raising resources of DBRG and the mid-market infrastructure specialization of the InfraBridge team.

Asset Acquisitions

Acquisitions by DataBank, prior to its deconsolidation in September 2023 (Note 10), were as follows:

• A building in Dallas, Texas in May 2023, for purchase price of $ 151.0 million, funded by a combination of $ 121.0 million of debt and $ 40.8 million of equity, of which the Company's share was $ 8.2 million.

In addition to the purchase price, the capital called was used to fund transaction costs, financing costs, and as working capital.

A substantial portion of the acquired building was previously leased by DataBank as a co-location data center and corporate office.

Upon termination of the DataBank lease concurrent with the acquisition, the associated ROU asset and lease liability were derecognized.

• 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.

• 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.

Vantage SDC Hyperscale Data Centers

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 previous owners of Vantage SDC.

As of September 30, 2023, the remaining consideration for the incremental lease-up acquisitions is estimated to be approximately $ 163 million, of which $ 122 million is due by September 2024.

Most, if not all, of the cost of the expansion capacity has been or is expected to be funded by Vantage SDC from borrowings under its credit facilities, cash from operations and/or potential capital raise.

Pursuant to this arrangement, Vantage SDC had one new tenant lease that commenced in 2023, and 15 new tenant leases that commenced in 2022 related to a portion of the expansion capacity for aggregate consideration of $ 31.6 million and $ 161.3 million, respectively.

All of these payments were made to the previous owners of Vantage SDC and are treated as asset acquisitions.

In June 2022, the Company acquired the mobile telecommunications tower business (“TowerCo”) of Telenet Group Holding NV (Euronext Brussels:

TNET) for € 740.1 million or $ 791.3 million (including transaction costs) .

In December 2022, our interest in the temporarily warehoused TowerCo investment was transferred to the Company's new core equity fund and TowerCo was deconsolidated.

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.

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.

In addition to the purchase price, the funds had been used to finance transaction costs, debt issuance costs, working capital and as operating cash.

Prior to transfer, TowerCo was presented within Corporate and Other.

The following table summarizes the allocation of cash consideration to assets acquired, which includes capitalized transaction costs.

(In thousands) Acquisition by DataBank

(prior to deconsolidation) Vantage SDC Expansion Capacity TowerCo Acquisitions by DataBank Vantage SDC Expansion Capacity

Purchase price allocation

Real estate $ 153,944 $ 26,578 $ 363,121 $ 627,474 $ 140,140

Intangible assets 1,993 5,070 673,218 77,885 21,162

ROU and other assets — — 234,462 3,994 —

Deferred tax liabilities — — ( 243,223 ) — —

Intangible, lease and other liabilities ( 1,334 ) — ( 236,324 ) ( 2,839 ) —

$ 154,603 $ 31,648 $ 791,254 $ 706,514 $ 161,302

• Real estate was valued based upon (i) current replacement cost for buildings (in an as-vacant state) and improvements, estimated using construction cost guidelines, or the income approach for a substantially leased building by discounting estimated future net operating income with terminal value determined using a terminal capitalization rate of 6.5 % and applying a discount rate of 7.25 %;

(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;

(iii) current replacement cost for towers in consideration of their remaining economic life;

and (iv) recent comparable sales or current listings for land.

Useful lives of real estate acquired range from 35 to 55 years for buildings and improvements, 1 to 15 years for site improvements, 1 to 4 years for tenant improvements, 11 to 71 years for towers and related equipment, and 11 to 30 years for data center infrastructure.

• Lease-related intangibles for real estate acquisitions were composed of the following:

• 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 7.25 %, with remaining lease terms ranging between 1 and 15 years.

• 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 4 years.

• 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 11.25 %, with estimated useful lives between 5 and 15 years.

• 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 6 years.

• 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.

• Deferred tax liabilities were recognized for the book-to-tax basis differences associated with the acquisition of TowerCo.

• 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.

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.

• 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.

The Company's equity and debt investments are represented by the following:

(In thousands) September 30, 2023 December 31, 2022

Investment Management

(In thousands) March 31, 2024 December 31, 2023

Equity method investments

1 unchanged sentence

Carried interest allocation 667,943 676,421

566,404 393,414

Other equity investment 2,488 1,913

Total Investment Management 568,892 395,327

Debt investments—loan receivable — 4,638

Corporate and Other

Equity method investments—Principal investments 990,289 358,846

Equity investments of consolidated funds 178,176 185,845

Marketable equity securities 32,188 17,487

Other equity investments 35,559 53,930

Debt investments

CLO subordinated notes 49,791 50,927

Loan receivable — 133,307

Total Corporate and Other 1,311,089 842,036

Total Investments $ 1,879,981 $ 1,242,001

1,998,998 1,993,182

Equity investments of consolidated funds

Marketable equity securities 73,214 66,297

Other investments 416,614 416,614

$ 2,488,826 $ 2,476,093

Equity Method Investments

Principal Investments

Principal investments totaling $ 1.05 billion at September 30, 2023 and $ 410.5 million at December 31, 2022 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.

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).

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, DigitalBridge Partners, LP ("DBP I") and DigitalBridge Partners II, LP ("DBP II"), InfraBridge funds and funds invested in DataBank (presented within Corporate and Other).

The Company's proportionate share of net income (loss) from investments in its sponsored investment vehicles, which includes 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.

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.

The Company typically has a small percentage interest in its sponsored funds as general partner or special limited partner.

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, and any distributions received therefrom, are recorded in principal investment income on the consolidated statements of operations.

Carried Interest Allocation

12 unchanged sentences

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.

Carried interest allocation is presented gross of accrued carried interest compensation (Note 7).

Carried interest allocation is presented gross of management allocation.

Carried Interest Distributed

During the three and nine months ended September 30, 2023, carried interest of $ 27.9 million and $ 28.4 million, respectively, were distributed and recognized in carried interest allocations, of which $ 0.8 million of the distributed carried interest in the nine months ended September 30, 2023 was allocated to current and former employees and to Wafra (Note 10), and recorded as carried interest compensation, other loss, and amounts attributable to noncontrolling interests (Note 16).

During the three and nine months ended September 30, 2022, carried interest of $ 123.5 million (including $ 51.2 million that had been previously accrued) was distributed and recognized in carried interest allocations, of which $ 103.2 million of the distributed carried interest (including $ 45.9 million that had been previously accrued) was allocated to current and former employees and to Wafra, and recorded as carried interest compensation and amounts attributable to noncontrolling interests.

There was no carried interest allocation distributed in the first quarter of 2024, with an immaterial amount distributed and recognized in revenues in the first quarter of 2023.

Clawback Obligation

The Company did not have a liability for clawback obligations on carried interest allocation distributed to-date as of September 30, 2023 and December 31, 2022.

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 distributed of $ 180.9 million would be subject to clawback as of September 30, 2023, of which $ 116.5 million would be the responsibility of the employee and former employee recipients.

For this purpose, a portion of the carried interest is generally held back from these recipients at the time of distribution.

The Company did not have a liability for clawback obligations on carried interest allocation distributed as of March 31, 2024 and December 31, 2023.

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 March 31, 2024, of which $ 120.6 million would be the responsibility of the employee/former employee recipients and Wafra.

For this purpose, a portion of carried interest distributed is generally held back from employees and former employees at the time of distribution.

The amount withheld resides in entities outside of the Company.

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.

Equity Investments of Consolidated Funds

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 12.

Equity investments of consolidated funds are composed of marketable equity securities held by funds in the liquid securities strategy, and equity interests held by a credit fund in pooling entities that invest in loan assets.

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.

Marketable Equity Securities

Marketable equity securities at March 31, 2024 includes a previously non-traded healthcare REIT at December 31, 2023 that became publicly traded through an initial public offering in February 2024.

The Company is restricted from liquidating its holdings in the new publicly traded securities, which had a fair value of $ 18.1 million at March 31, 2024, until expiration of the underwriters' lock-up in August 2024.

Dividends or other distributions from marketable equity securities are recorded in other income, while changes in fair value are recorded in other gain (loss) on the consolidated statements of operations.

Other Equity Investments

Other equity investments totaling $ 94.2 million at September 30, 2023 and $ 115.0 million at December 31, 2022 include investments warehoused potentially for future sponsored funds, a marketable equity security and equity interest in a non-traded REIT (Note 11) (presented within Corporate and Other), as well as an investment in a managed account (presented in the Investment Management segment).

These investments are generally carried at fair value or under the measurement alternative, which is at cost, adjusted for impairment and observable price changes.

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.

Other equity investments include investments warehoused potentially for future sponsored funds and an investment in a managed account.

Warehoused investments are generally carried at fair value or under the measurement alternative, which is at cost, adjusted for impairment and observable price changes.

Changes in the value of these investments are recorded in other gain (loss) on the consolidated statements of operations.

Debt Investments

Debt investments are composed of subordinated notes in a third party collateralized loan obligation ("CLO") and at December 31, 2022, loans receivable.

Interest income from debt investments are recorded in other income.

Interest income on debt investments is recorded in other income.

CLO Subordinated Notes

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.

The corresponding warehouse facility of $ 172.5 million was concurrently repaid.

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, and securitized through the issuance of CLO securities.

The CLO is sponsored and managed by the third party.

1 unchanged sentence

The CLO has a stated legal final maturity of 2035.

Following the end of the non-call period in October 2024, the subordinated notes may be redeemed (in whole, not in part) at the option of the collateral manager or the Company with consent of the collateral manager, if there is sufficient proceeds from sale of collateral assets, including payment of expenses therewith.

The redemption price for the subordinated notes is equal to the excess interest and principal proceeds payable at the time of redemption.

The balance of the CLO subordinated notes is summarized as follows:

2 unchanged sentences

(in thousands) Gains Losses Fair Value

At September 30, 2023 and December 31, 2022 $ 50,927 $ — $ — $ — $ 50,927

March 31, 2024 $ 49,791 $ — $ — $ — $ 49,791

December 31, 2023 50,927 — — — 50,927

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.

Based upon these data points, the Company determined that the issued price of the subordinated notes in September 2022 was a reasonable representation of their fair value at September 30, 2023 and December 31, 2022, classified as Level 3 of the fair value hierarchy.

Loans Receivable

At September 30, 2023, there was no outstanding balance on loans receivable.

Activities in the loans receivable balance is discussed further in Note 11.

In September 2023, the Company deconsolidated DataBank.

All real estate related amounts in 2023 below reflect the effect of the deconsolidation.

The following table summarizes the Company's real estate held for investment by subsidiaries in the Operating segment.

(In thousands) September 30, 2023 December 31, 2022

Land $ 117,409 $ 257,588

Buildings and improvements 923,308 1,573,605

Data center infrastructure 2,450,515 4,427,150

Construction in progress 25,155 395,393

3,516,387 6,653,736

Accumulated depreciation ( 465,810 ) ( 732,438 )

Real estate assets, net $ 3,050,577 $ 5,921,298

Real Estate Depreciation

Depreciation of real estate held for investment was $ 86.2 million and $ 91.3 million for the three months ended September 30, 2023 and 2022, respectively, and $ 272.9 million and $ 257.7 million for the nine months ended September 30, 2023 and 2022.

Property Operating Income

Components of property operating income are as follows.

Three Months Ended September 30, Nine Months Ended September 30,

Based upon these data points, the Company determined that the issued price of the subordinated notes was a reasonable representation of its fair value at March 31, 2024, net of capital distributions, and December 31, 2023 , classified as Level 3 of the fair value hierarchy.

Equity Investments of Consolidated Funds

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 14.

Equity investments of consolidated funds are composed primarily of marketable equity securities held by funds in the liquid securities strategy and equity investments in digital infrastructure portfolio companies held by single asset funds.

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.

Goodwill and Intangible Assets

The following table presents changes in goodwill.

Three Months Ended March 31,

(In thousands) 2024 2023

Lease income:

Fixed lease income

$ 158,905 $ 195,701 $ 514,862 $ 537,213

Variable lease income

37,434 29,453 105,123 86,668

196,339 225,154 619,985 623,881

Data center service revenue 16,995 18,925 56,993 56,903

Other property operating income 724 257 2,760 314

$ 214,058 $ 244,336 $ 679,738 $ 681,098

For both the nine months ended September 30, 2023 and 2022, property operating income from a single customer accounted for approximately 14 % of the Company's total revenues from continuing operations, or approximately 5 % of the Company's share of total revenues from continuing operations, net of amounts attributable to noncontrolling interests in investment entities.

Goodwill, Deferred Leasing Costs and Other Intangibles

The following table presents changes in goodwill by reportable segment.

Nine Months Ended September 30,

(In thousands) Investment Management (1)

Operating Total Investment Management (1)

Operating Total

Beginning balance $ 465,991 $ 298,248

1 unchanged sentence

( 389 ) 146,569

Deconsolidation (Note 10)

— ( 463,120 ) ( 463,120 ) — — —

Ending balance (1)

(1) Remaining goodwill deductible for income tax purposes was $ 114.4 million at September 30, 2023 and $ 122.4 million at December 31, 2022.

Deferred Leasing Costs, Other Intangible Assets and Intangible Liabilities

All 2023 amounts below reflect the effect of the deconsolidation of DataBank in September 2023, where applicable.

Deferred leasing costs and identifiable intangible assets and liabilities are as follows.

September 30, 2023 December 31, 2022

$ 465,602 $ 444,817

(1) Remaining goodwill deductible for income tax purposes was $ 109.2 million at March 31, 2024 and $ 111.8 million at December 31, 2023.

Intangible Assets

Intangible assets are composed of the following:

March 31, 2024 December 31, 2023

(In thousands) Carrying Amount (1)(2)

4 unchanged sentences

Net Carrying Amount (1)

Deferred Leasing Costs and Intangible Assets

Investment management intangibles (3)

$ 202,215 $ ( 94,953 ) $ 107,262 $ 164,189 $ ( 82,432 ) $ 81,757

Deferred leasing costs and lease-related intangible assets (4)

817,983 ( 230,996 ) 586,987 1,239,477 ( 397,975 ) 841,502

Customer relationships and service contracts (5)

— — — 218,154 ( 62,788 ) 155,366

Trade names 4,300 ( 1,799 ) 2,501 26,400 ( 15,656 ) 10,744

Investment management contracts $ 138,797 $ ( 79,720 ) $ 59,077 $ 150,835 $ ( 84,824 ) $ 66,011

Investor relationships 53,419 ( 20,578 ) 32,841 53,572 ( 19,190 ) 34,382

Trade name 4,300 ( 2,014 ) 2,286 4,300 ( 1,907 ) 2,393

1,518 ( 591 ) 927 1,518 ( 554 ) 964

Total deferred leasing costs and intangible assets $ 1,026,017 $ ( 328,263 ) $ 697,754 $ 1,655,038 $ ( 562,871 ) $ 1,092,167

Intangible Liabilities

Lease intangible liabilities (4)

$ 198,034 $ ( 102,903 ) $ 95,131 $ 210,225 $ ( 106,475 ) $ 103,750

(1) Presented net of impairments and write-offs, if any.

(2) Exclude intangible assets and liabilities that were fully amortized in prior years.

(3) Composed of investment management contracts and investor relationships.

(4) Lease intangible assets are composed of in-place leases, above-market leases and tenant relationships.

Lease-intangible liabilities are composed of below-market leases.

(5) In connection with data center services provided in the colocation data center business which was deconsolidated in September 2023.

(6) Represents primarily the value of an acquired domain name and assembled workforce in an asset acquisition.

Amortization of Intangible Assets and Liabilities

The following table summarizes amortization of deferred leasing costs and finite-lived intangible assets and intangible liabilities:

Three Months Ended September 30, Nine Months Ended September 30,

(In thousands) 2023 2022 2023 2022

Net increase (decrease) to rental income (1)

$ 383 $ ( 3 ) $ 457 $ 172

Amortization expense

Investment management intangibles $ 8,685 $ 5,066 $ 25,496 $ 15,176

Deferred leasing costs and lease-related intangibles 25,120 34,834 92,488 118,941

Customer relationships and service contracts 3,392 7,754 11,853 18,554

Trade name 911 1,098 3,107 3,294

Other 395 477 1,354 1,431

$ 38,503 $ 49,229 $ 134,298 $ 157,396

(1) Represents the net effect of amortizing above- and below-market leases.

The following table presents the future amortization of deferred leasing costs and finite-lived intangible assets and intangible liabilities .

(2) Exclude intangible assets that were fully amortized in prior years.

(3) Represents primarily the value of an acquired domain name.

Amortization expense for finite-lived intangible assets totaled $ 8.3 million and $ 6.2 million in the three months ended March 31, 2024 and 2023, respectively.

There was no impairment of identifiable intangible assets in the periods presented.

Future Amortization of Intangible Assets

The following table presents the expected future amortization of finite-lived intangible assets:

Year Ending December 31,

(In thousands) Remaining 2024 2025 2026 2027 2028 2029 and thereafter Total

Net increase (decrease) to rental income $ ( 447 ) $ ( 1,759 ) $ ( 1,875 ) $ ( 1,301 ) $ ( 1,049 ) $ 1,043 $ ( 5,388 )

Amortization expense $ 22,549 $ 25,165 $ 17,572 $ 11,975 $ 7,881 $ 9,989 $ 95,131

Restricted Cash, Other Assets and Other Liabilities

All 2023 amounts in the tables below reflect the effect of the deconsolidation of DataBank in September 2023, where applicable.

Restricted Cash

Restricted cash represents principally cash reserves that are maintained pursuant to the governing agreements of the various securitized debt of the Company and subsidiaries in the Operating segment.

Restricted cash represents principally cash reserves that are maintained pursuant to the governing agreements of the securitized debt of the Company.

The following table summarizes the Company's other assets.

(In thousands) September 30, 2023 December 31, 2022

Straight-line rents $ 52,470 $ 42,721

Investment deposits and pending deal costs 310 1,377

Derivative assets — 11,793

(In thousands) March 31, 2024 December 31, 2023

Prepaid taxes and deferred tax assets, net $ 12,718 $ 14,059

Receivables from resolution of investment 350 14,923

Operating lease right-of-use asset—corporate offices

Operating lease right-of-use asset for corporate offices

31,311 33,898

Operating lease right-of-use asset—investment properties

Finance lease right-of-use asset—investment properties

Accounts receivable, net 7,135 8,919

30,438 66,059

Prepaid expenses 1,156 2,952

2 unchanged sentences

Total other assets $ 73,871 $ 78,953

(1) Includes primarily receivables from tenants in the Operating segment.

(2) Net of accumulated depreciation of $ 8.4 million at September 30, 2023 and $ 17.9 million at December 31, 2022 .

(1) Net of accumulated depreciation of $ 8.2 million at March 31, 2024 and $ 7.3 million at December 31, 2023 .

Other Liabilities

The following table summarizes the Company's other liabilities:

(In thousands) September 30, 2023 December 31, 2022

(In thousands) March 31, 2024 December 31, 2023

Deferred investment management fees (1)

$ 11,331 $ 10,250

Other deferred income (2)

36,174 55,188

Interest payable—corporate debt

Interest payable—investment level debt

Interest payable on corporate debt

Common and preferred stock dividends payable 16,563 16,477

4 unchanged sentences

Contingent consideration payable—InfraBridge (Note 10)

Contingent consideration payable—Wafra (Note 10)

11,338 11,338

Contingent consideration payable—Wafra (2)

Warrants issued to Wafra (Note 9)

11,600 39,200

Operating lease liability—corporate offices

Operating lease liability for corporate offices

46,072 49,035

Operating lease liability—investment properties

Finance lease liability—investment properties

Accrued compensation 22,005 63,761

Accrued incentive fee and carried interest compensation 347,834 356,316

Accrued real estate and other taxes 6,569 21,580

Payable for Vantage SDC expansion capacity (3)

38,538 56,889

Accounts payable and accrued expenses 28,961 13,844

3 unchanged sentences

Other liabilities $ 573,961 $ 681,451

(1) Deferred investment management fees are expected to be recognized as fee income over a weighted average period of 2.8 years as of September 30, 2023 and 2.9 years as of December 31, 2022.

Deferred investment management fees recognized as income of $ 1.5 million and $ 0.6 million in the three months ended September 30, 2023 and 2022 , respectively, and $ 2.8 million and $ 3.1 million in the nine months ended September 30, 2023 and 2022, respectively, pertain to the deferred management fee balance at the beginning of each respective period.

(2) Represents primarily prepaid rental income and upfront payment received for data center installation services in the Operating segment.

(3) Represents deferred purchase consideration associated with a Vantage SDC add-on acquisition in 2021 that is to be paid upon future lease-up.

(1) Deferred investment management fees are expected to be recognized as fee revenue over a weighted average period of 3.0 years as of March 31, 2024 and December 31, 2023.

Deferred investment management fees recognized as income of $ 1.2 million and $ 1.4 million in the three months ended March 31, 2024 and 2023, respectively, pertain to the deferred management fee balance at the beginning of each respective period.

(2) In connection with the 2022 redemption of Wafra's investment in the Company's investment management business, contingent consideration was payable to Wafra based upon the Company achieving certain fundraising targets through December 31, 2023.

T he contingent amount was fully paid out, with $ 90 million paid in cash in March 2023, and remaining $ 35 million in March 2024, settled 50 % each in shares of the Company's Class A common stock and in cash.

Deferred Income Taxes

The Company has significant deferred tax assets, related principally to capital loss carryforwards, outside basis difference in DBRG's interest in the OP, outside basis difference in investment in partnerships and net operating losses generated by a taxable U.S.

As of September 30, 2023 and December 31, 2022 , a full valuation allowance has been established as the realizability of these deferred tax assets did not meet the more-likely-than-not threshold.

As a result, income tax expense in 2023 generally reflects the income tax effect of foreign subsidiaries.

Corporate Debt —This is composed of a securitized financing facility and senior notes issued by DigitalBridge Group, Inc.

or the OP and are recourse to the Company, as discussed further below.

Corporate debt is presented within Corporate and Other, except that a portion of the securitized financing facility is allocated to the Investment Management and Operating segments consistent with the cash flows that service the debt and the underlying collateral that resides across the Company's various lines of business.

September 30, 2023 December 31, 2022

(In thousands) Investment Management Operating Corporate and Other Total Investment Management Operating Corporate and Other Total

Corporate debt

Securitized financing facility $ 199,745 $ 70,499 $ 23,499 $ 293,743 $ 198,677 $ 70,120 $ 23,374 $ 292,171

Convertible and exchangeable senior notes — — 77,378 77,378 — — 276,741 276,741

$ 199,745 $ 70,499 $ 100,877 $ 371,121 $ 198,677 $ 70,120 $ 300,115 $ 568,912

Investment-level Debt —This represents non-recourse debt, including:

(i) investment level financing in the Operating segment, which excludes DataBank following deconsolidation in September 2023;

and (ii) debt within consolidated funds and debt on warehoused investments, if any, in Corporate and Other.

The components that make up the carrying value of corporate and investment-level debt are as follows.

Corporate Debt

(In thousands) Securitized Financing Facility Convertible and Exchangeable Senior Notes Total Non-Recourse Investment-Level Debt

September 30, 2023

Debt at amortized cost

Principal $ 300,000 $ 78,422 $ 378,422 $ 2,806,408

Premium (discount), net — ( 933 ) ( 933 ) 5,119

Deferred financing costs ( 6,257 ) ( 111 ) ( 6,368 ) ( 25,475 )

$ 293,743 $ 77,378 $ 371,121 $ 2,786,052

December 31, 2022

Debt at amortized cost

Principal $ 300,000 $ 278,422 $ 578,422 $ 4,634,235

Premium (discount), net — ( 1,293 ) ( 1,293 ) 10,713

Deferred financing costs ( 7,829 ) ( 388 ) ( 8,217 ) ( 57,720 )

$ 292,171 $ 276,741 $ 568,912 $ 4,587,228

The following table summarizes certain key terms of corporate and investment-level debt.

Fixed Rate Variable Rate Total

($ in thousands) Outstanding Principal Weighted Average Interest Rate (Per Annum) (1)

Weighted Average Years Remaining to Maturity (2)

Outstanding Principal Weighted Average Interest Rate (Per Annum) (1)

Weighted Average Years Remaining to Maturity (2)

Outstanding Principal Weighted Average Interest Rate (Per Annum) (1)

Weighted Average Years Remaining to Maturity (2)

September 30, 2023

Corporate debt

As of March 31, 2024 and December 31, 2023 , a full valuation allowance has been established as the realizability of these deferred tax assets did not meet the more-likely-than-not threshold.

As a result, income tax expense in 2024 and 2023 generally reflects the income tax effect of foreign subsidiaries.

The Company's corporate debt is composed of a securitized financing facility and, prior to their full exchange or redemption in March and April 2024, senior notes issued by the OP that are recourse to the Company, as discussed further below.

March 31, 2024 December 31, 2023

(In thousands) Principal Premium (Discount), net Deferred Financing Cost Amortized Cost Principal Premium (Discount), net Deferred Financing Cost Amortized Cost

Securitized financing facility $ 300,000 $ — $ ( 5,209 ) $ 294,791 $ 300,000 $ — $ ( 5,733 ) $ 294,267

$ 300,000 3.93 % 3.0 $ — NA 3.0 $ 300,000 3.93 % 3.0

Exchangeable senior notes 78,422 5.75 % 1.8 — NA NA 78,422 5.75 % 1.8

$ 378,422 $ — $ 378,422

Investment-Level Secured Debt

Operating segment $ 2,801,748 2.84 % 2.7 $ — NA NA $ 2,801,748 2.84 % 2.7

Corporate and Other—Consolidated fund

— NA NA 4,660 6.92 % 0.9 4,660 6.92 % 0.9

Exchangeable senior notes 72,422 ( 632 ) ( 75 ) 71,715 78,422 ( 810 ) ( 96 ) 77,516

$ 372,422 $ ( 632 ) $ ( 5,284 ) $ 366,506 $ 378,422 $ ( 810 ) $ ( 5,829 ) $ 371,783

December 31, 2022

Corporate debt

Securitized Financing Facility

$ 300,000 3.93 % 3.7 $ — NA 3.7 $ 300,000 3.93 % 3.7

Convertible and exchangeable senior notes 278,422 5.21 % 0.9 — NA NA 278,422 5.21 % 0.9

$ 578,422 $ — $ 578,422

Investment-Level Secured Debt

Operating segment $ 3,640,235 2.43 % 3.1 $ 993,500 8.41 % 2.6 $ 4,633,735 3.71 % 3.0

Corporate and Other—Consolidated fund

— NA NA 500 5.96 % 1.6 500 5.96 % 1.6

$ 3,640,235 $ 994,000 $ 4,634,235

(1) Calculated based upon outstanding debt principal at balance sheet date.

For variable rate debt, weighted average interest rate is calculated based upon the applicable index plus spread at balance sheet date.

(2) Calculated based upon anticipated repayment dates for notes issued under securitization financing;

otherwise based upon initial maturity dates, or extended maturity dates if extension criteria are met for extensions that are at the Company's option.

(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.

DBRG and the OP are not guarantors to the debt.

Corporate Debt — Securitized Financing Facility

In July 2021, special-purpose subsidiaries of the OP (the "Co-Issuers") issued Series 2021-1 Secured Fund Fee Revenue Notes, composed of:

5 unchanged sentences

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.

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.

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 %.

The Series 2021-1 Notes are secured by net investment management fees earned by subsidiaries of DBRG, equity interests in certain sponsored funds and portfolio companies held by subsidiaries of DBRG, as collateral.

The following table summarizes certain key terms of the securitized financing facility:

($ in thousands) Outstanding Principal Interest Rate

(Per Annum) (1)

Anticipated Repayment Date (2)

Years Remaining to Maturity (2)

Class A-2 Notes

$ 300,000 3.93 % September 2026 2.5

Variable Funding Notes

— 1-month Term SOFR + 3 %

September 2024 0.5

(1) The VFN bears interest based upon 1-month Term Secured Overnight Financing Rate, or SOFR, adjusted to include 0.11448 % as defined in the VFN purchase agreement, or an alternate benchmark as set forth in the VFN purchase agreement plus 3 %.

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.

The anticipated repayment date of the VFN is in September 2024, subject to two one-year extensions at the option of the Co-Issuers.

If the Series 2021-1 Notes are not repaid or refinanced prior to their anticipated repayment date, or such date is not extended for the VFN, interest will accrue at a higher rate and the Series 2021-1 Notes will begin to amortize quarterly.

(2) The final maturity date of the Class A-2 Notes is in September 2051.

The anticipated repayment date of the VFN is subject to two one-year extensions.

The Series 2021-1 Notes may be optionally prepaid, in whole or in part, prior to their anticipated repayment dates.

3 unchanged sentences

The Indenture of the Series 2021-1 Notes contains various covenants, including financial covenants that require the maintenance of minimum thresholds for debt service coverage ratio and maximum loan-to-value ratio, as defined.

As of the date of this filing, the Co-Issuers are in compliance with all of the financial covenants, and the full $ 300 million under the VFN is available to be drawn.

Corporate Debt — Convertible and Exchangeable Senior Notes

Convertible and exchangeable senior notes (collectively, the senior notes) are composed of the following, representing senior unsecured obligations of DigitalBridge Group, Inc.

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

As of the date of this filing, the Co-Issuers are in compliance with all of the financial covenants.

Exchangeable Senior Notes

Exchangeable senior notes represent senior unsecured obligations of the OP as issuer of the senior notes.

Description Issuance Date Due Date Interest Rate (per annum) Exchange Price (per share of common stock) Exchange Ratio

(in shares) (1)

Conversion or Exchange Shares (in thousands) Earliest Redemption Date Outstanding Principal

September 30, 2023 December 31, 2022

Issued by DigitalBridge Group, Inc.

5.00 % Convertible Senior Notes (2)

April 2013 April 15, 2023 5.00 % $ 63.02 15.8675 3,174 April 22, 2020 $ — $ 200,000

Issued by DigitalBridge Operating Company, LLC

Exchange Shares (in thousands) Earliest Redemption Date Outstanding Principal

March 31, 2024 December 31, 2023

5.75 % Exchangeable Senior Notes

July 2020 July 15, 2025 5.75 % $ 9.20 108.6956 7,872 July 21, 2023 $ 72,422 $ 78,422

$ 78,422 $ 278,422

(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.

The ratios are presented in shares of common stock per $ 1,000 principal of each senior note.

(2) Fully repaid in April 2023.

The senior notes mature on their due dates, unless earlier redeemed, repurchased, or exchanged.

(1) The 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.

The ratios are presented in shares of common stock per $ 1,000 principal of the senior note.

The senior notes mature on their due date, unless earlier redeemed, repurchased, or exchanged.

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.

1 unchanged sentence

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

There were no exchange transactions in 2023.

In March 2022, DBRG and the OP completed separate privately negotiated exchange transactions with certain noteholders of the 5.75 % exchangeable notes.

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.

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.

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.

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.

Non-Recourse Investment-Level Secured Debt

These are investment level financing that are non-recourse to DBRG and are primarily secured by data center portfolios held by subsidiaries in the Operating segment, which excludes DataBank following deconsolidation in September 2023.

At September 30, 2023, the remaining subsidiary in the Operating segment was in compliance with the financial covenants underlying the respective investment-level secured debt.

In 2023, subsidiaries in the Operating segment refinanced or raised additional debt, primarily through new securitization transactions, as follows.

There were no securitization activities in 2022.

In February 2023, DataBank issued $ 715 million of securitized notes at fixed rate coupon of 5.12 % per annum ( 7.07 % per annum effective rate as the notes were issued at a discount) with a 5-year anticipated repayment date.

Separately, DataBank secured a $ 350 million credit facility that may be drawn over time and obtained $ 121.0 million financing for a data center acquisition (Note 3).

Proceeds were also applied principally to refinance the data center assets of its zColo subsidiary and to repay the outstanding balance of its variable funding notes.

In March 2023, Vantage SDC issued $ 370 million of securitized notes at a fixed rate coupon of 6.32 % per annum with a 5-year anticipated repayment date.

Proceeds were applied principally to repay previously issued securitized notes which had an anticipated repayment date in November 2023 and the outstanding balance of its variable funding notes.

These refinancing transactions resulted in a net loss from debt extinguishment totaling $ 12.0 million, representing prepayment penalty and accelerated amortization of deferred financing costs, debt discount and premium, recorded in interest expense .

Future Minimum Principal Payments

The following table summarizes future scheduled minimum principal payments of debt at September 30, 2023.

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 September 30, 2023 for extensions that are at the option of the respective borrower entities.

(In thousands) Remaining 2023 2024 2025 2026 2027 2028 and thereafter Total

Corporate debt

Securitized financing facility $ — $ — $ — $ 300,000 $ — $ — $ 300,000

Exchangeable senior notes — — 78,422 — — — 78,422

$ — $ — $ 78,422 $ 300,000 $ — $ — $ 378,422

Non-recourse investment-level secured debt

Operating segment $ 995 $ 600,753 $ 700,000 $ 530,000 $ 600,000 $ 370,000 $ 2,801,748

Corporate and Other—Consolidated fund

— 4,660 — — — — 4,660

$ 995 $ 605,413 $ 700,000 $ 530,000 $ 600,000 $ 370,000 $ 2,806,408

Exchange or Redemption of Senior Notes

As of the end of April 2024, there are no outstanding senior notes following the Company's full exchange or redemption of its remaining 5.75 % exchangeable senior notes.

Of the $ 78.4 million of outstanding note principal outstanding as of the beginning of the quarter, $ 73.4 million was exchanged for 8.2 million shares of the Company's class A common stock ($ 6.0 million note principal exchanged for 673,486 shares in March 2024, with the remainder exchanged in April 2024) and $ 5.0 million redeemed for cash in April 2024.

In connection with the exchange, the shares of Class A common stock were issued in reliance on Section 4(a)(2) of the Securities Exchange Act of 1933, as amended.

Stockholders' Equity

4 unchanged sentences

Stock repurchases ( 3 ) — —

Exchange of notes for class A common stock — 6,389 —

Shares issued upon redemption of OP Units — 100 —

Shares issued for redemption of redeemable noncontrolling interest (Note 10)

Equity awards issued, net of forfeitures — 2,486 —

Shares canceled for tax withholding on vested equity awards — ( 415 ) —

Shares outstanding at September 30, 2022 33,111 162,975 166

Shares outstanding at March 31, 2023 33,108 161,834 166

Shares outstanding at December 31, 2023 32,876 163,209 166

Stock repurchases ( 235 ) — —

Exchange of notes for class A common stock — 673 —

Shares issued upon redemption of OP Units — 85 —

Settlement of contingent consideration (Note 6)

Equity awards issued, net of forfeitures — 1,465 —

Shares canceled for tax withholding on vested equity awards — ( 400 ) —

Shares outstanding at September 30, 2023 32,876 163,264 166

Shares outstanding at March 31, 2024 32,876 166,052 166

Preferred Stock

In the event of a liquidation or dissolution of the Company, preferred stockholders have priority over common stockholders for payment of dividends and distribution of net assets.

The table below summarizes the preferred stock issued and outstanding at September 30, 2023:

The table below summarizes the preferred stock issued and outstanding at March 31, 2024:

Description Dividend Rate Per Annum Initial Issuance Date Shares Outstanding

17 unchanged sentences

Class A common stock has one vote per share and class B common stock has thirty-six and one-half votes per share.

This gives the holders of class B common stock a right to vote that reflects the aggregate outstanding non-voting

economic interest in the Company (in the form of OP Units) attributable to class B common stock holders and therefore, does not provide any disproportionate voting rights.

This gives the holders of class B common stock a right to vote that reflects the aggregate outstanding non-voting economic interest in the Company (in the form of OP Units) attributable to class B common stock holders and therefore, does not provide any disproportionate voting rights.

Class B common stock was issued as consideration in the Company's acquisition in April 2015 of the investment management business and operations of its former manager, which was previously controlled by the Company's former Executive Chairman.

1 unchanged sentence

In addition, each holder of class B common stock has the right, at the holder’s option, to convert all or a portion of such holder’s class B common stock into an equal number of shares of class A common stock.

The Company reinstated quarterly common stock dividends at $0.01 per share beginning the third quarter of 2022, having previously suspended common stock dividends from the second quarter of 2020 through the second quarter of 2022.

Dividend Reinvestment and Direct Stock Purchase Plan

2 unchanged sentences

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.

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.

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.

Stock Repurchases

Pursuant to a $ 200 million stock repurchase program announced in July 2022 that expired in June 2023:

• 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.

• 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;

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.

The Company does not currently have an authorized stock repurchase program.

Pursuant to a $ 200 million stock repurchase program announced in July 2022 that expired in June 2023, the Company repurchased 235,223 shares in aggregate across Series H, I and J preferred stock in 2023 for approximately $ 4.7 million ( 2,738 shares for $ 52,000 in the first quarter of 2023 and the remainder in the second quarter of 2023), or a weighted average price of $ 20.18 per share.

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) ("AOCI")

Accumulated Other Comprehensive Income (Loss)

The following tables present the changes in each component of AOCI attributable to stockholders and noncontrolling interests in investment entities, net of immaterial tax effect.

There were no changes in components of AOCI attributed to noncontrolling interests in investment entities for the three months ended March 31, 2024.

AOCI attributable to noncontrolling interests in Operating Company is immaterial.

1 unchanged sentence

(In thousands)

Company's Share in AOCI of Equity Method Investments Unrealized Gain (Loss) on AFS Debt Securities Foreign Currency Translation Gain (Loss)

Unrealized Gain (Loss) on Net Investment Hedges

Company's Share in AOCI of Equity Method Investments Foreign Currency Translation Gain (Loss)

AOCI at December 31, 2022 $ ( 295 ) $ ( 1,214 ) $ ( 1,509 )

1 unchanged sentence

Amounts reclassified from AOCI 296 ( 1,051 ) ( 755 )

AOCI at September 30, 2022 $ ( 1,656 ) $ — $ ( 26,795 ) $ 24,395 $ ( 4,056 )

AOCI at March 31, 2023 $ — $ ( 1,478 ) $ ( 1,478 )

AOCI at December 31, 2023 $ — $ 1,411 $ 1,411

1 unchanged sentence

Amounts reclassified from AOCI — 319 319

Deconsolidation of DataBank — — 965 — 965

AOCI at September 30, 2023 $ — $ — $ 113 $ — $ 113

AOCI at March 31, 2024 $ — $ 712 $ 712

Changes in Components of AOCI—Noncontrolling Interests in Investment Entities

3 unchanged sentences

Amounts reclassified from AOCI ( 468 )

AOCI at September 30, 2022 $ ( 28,313 )

AOCI at December 31, 2022 $ ( 3,015 )

Other comprehensive income (loss) before reclassifications ( 1,666 )

Amounts reclassified from AOCI 2,082

Deconsolidation of DataBank 2,550

AOCI at September 30, 2023 $ ( 49 )

AOCI at March 31, 2023 $ ( 2,980 )

Reclassifications out of AOCI—Stockholders

2 unchanged sentences

(In thousands)

Three Months Ended September 30, Nine Months Ended September 30,

Three Months Ended March 31,

Component of AOCI reclassified into earnings 2024 2023

Relief of basis of AFS debt securities $ — $ — $ — $ 5,861

Release of foreign currency cumulative translation adjustments $ ( 319 ) $ 1,051

Realized gain on net investment hedges — 7,768 — 7,768

Deconsolidation of DataBank ( 965 ) ( 965 ) —

Release of AOCI of equity method investments — ( 296 )

1 unchanged sentence

Redeemable Noncontrolling Interests

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.

Nine Months Ended September 30,

The following table presents the activities in redeemable noncontrolling interests in open-end funds in the liquid securities strategy consolidated by the Company.

Three Months Ended March 31,

(In thousands) 2024 2023

Redeemable noncontrolling interests

Balance at January 1 $ 100,574 $ 359,223

Beginning balance $ 17,862 $ 100,574

Contributions 1,001 —

Distributions paid and payable, including redemptions by limited partners in consolidated funds ( 78,330 ) ( 20,119 )

Distributions paid and payable, including redemptions — ( 104 )

Net income (loss) 733 6,943

Adjustment of Wafra's interest to redemption value and warrants held by Wafra to fair value — 725,026

Redemption of Wafra's interest — ( 862,276 )

Reclassification of warrants held by Wafra to liability in May 2022 (Note 7)

Reclassification of Wafra's carried interest allocation to noncontrolling interests in investment entities in May 2022 — ( 4,087 )

Balance at September 30 $ 27,178 $ 96,028

Redeemable Noncontrolling Interest in Investment Management

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.

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.

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:

(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;

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.

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.

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.

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 11.

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.

Inclusion of the cash settlement feature changed the classification of the warrants from 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.

Subsequent changes in fair value of the warrant liability is recorded in earnings.

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

2022 DataBank Additional Investment

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.

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 the 2022 and 2023 recapitalizations as discussed below).

2022 DataBank Recapitalization

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").

As a result of the 2022 Recapitalization, the Company's ownership decreased from 21.8 % to 11.0 % at December 31, 2022.

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.

As the 2022 Recapitalization involved a change in ownership of a consolidated subsidiary, it was accounted for as an equity transaction.

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.

The 2022 Recapitalization transaction triggered an accelerated vesting of certain profits interest units that had been issued by DataBank to its employees.

As a result of the accelerated vesting, $ 10.0 million of additional equity based compensation was recorded in the third quarter of 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.

2023 DataBank Recapitalization and Deconsolidation

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.

As a result of the 2023 Recapitalization, the Company's ownership interest in DataBank decreased from 11.0 % to 9.87 %.

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.

As a result, the Company derecognized the assets and liabilities of DataBank effective September 14, 2023, and accounts for its remaining investment in DataBank using the equity method.

Accordingly, prior to September 14, 2023, the assets and liabilities and operating results of DataBank were included in the Company's consolidated financial statements and presented in the Operating segment, with the portion of DataBank's operating results attributable to third party investors presented as noncontrolling interests in investment entities.

Subsequent to September 14, 2023, the Company's consolidated financial statements include only its equity investment and its share of changes in the fair value of DataBank, which are presented in Corporate and Other, consistent with the treatment and presentation of the Company's interests as general partner affiliate in its other sponsored investment vehicles (Note 4).

The deconsolidation of DataBank resulted in the derecognition of the following assets, liabilities and noncontrolling interests in investment entities as of September 14, 2023:

(In thousands) September 14, 2023

Cash and cash equivalents $ 52,902

Restricted cash

Real estate 3,234,888

Goodwill 463,120

Deferred leasing costs and intangible assets 322,187

Other assets 461,223

Assets held for disposition 49,696

Debt $ 2,309,596

Intangible liabilities 6,696

Other liabilities 718,211

Liabilities related to assets held for disposition 12,165

Noncontrolling interests in investment entities $ 1,427,435

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.

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.

Ending balance $ 19,596 $ 107,413

Noncontrolling Interests in Operating Company

9 unchanged sentences

Level 3 —At least one assumption or input is unobservable and it is significant to the fair value measurement, requiring significant management judgment or estimate.

Fair Value Measurement Hierarchy

(In thousands) Level 1 Level 2 Level 3 Total

March 31, 2024

Investments (Note 4)

Marketable equity securities $ 32,188 $ — $ — $ 32,188

Marketable equity securities with long positions of $ 84.0 million at September 30, 2023 and $ 155.9 million at December 31, 2022, included within equity investments of Corporate and Other (Note 4), and short positions of $ 43.8 million at September 30, 2023 and $ 40.9 million at December 31, 2022, included in other liabilities (Note 7), consist of publicly traded equity securities held predominantly by sponsored liquid strategy funds consolidated by the Company.

The equity securities of the consolidated funds comprise listed stocks primarily in the U.S.

CLO subordinated notes — — 49,791 49,791

Equity investments of consolidated funds 73,214 — 416,614 489,828

Fair Value Option:

Equity method investment — — 2,725 2,725

Other liabilities

InfraBridge contingent consideration

— — 11,338 11,338

Warrants issued to Wafra

— — 11,600 11,600

Securities of consolidated funds sold short

44,249 — — 44,249

December 31, 2023

Investments (Note 4)

Marketable equity securities $ 17,487 $ — $ — $ 17,487

CLO subordinated notes — — 50,927 50,927

Equity investments of consolidated funds 66,297 — 416,614 482,911

Fair Value Option:

Equity method investment — — 6,700 6,700

Other liabilities

InfraBridge contingent consideration

— — 11,338 11,338

Warrants issued to Wafra

— — 39,200 39,200

Securities of consolidated funds sold short

38,481 — — 38,481

Equity Investments of Consolidated Funds

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 equity investments in digital infrastructure portfolio companies held by single asset funds.

The marketable equity securities comprise publicly listed stocks primarily in the U.S.

and to a lesser extent, in Europe, and primarily in the technology, media and telecommunications sectors.

These marketable equity securities are valued based upon listed prices in active markets and classified as Level 1 of the fair value hierarchy.

Equity Investment of Consolidated Fund

A consolidated credit fund has equity interests in pooling entities that hold a portfolio of loans, invested alongside other managed credit funds.

The fund's equity interests in the pooling entities had a fair value of $ 107.0 million at September 30, 2023 and $ 46.8 million at December 31, 2022, classified as Level 3 of the fair value hierarchy.

Fair value of the fund's equity interests in the pooling entities is based upon its share of expected cash flows from the loan assets held by the pooling entities.

With respect to other equity investments, 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 exit capitalization rate of 5.5 % and discounted at 10.4 % at March 31, 2024 and December 31, 2023, classified as level 3.

Additionally, a recently acquired fund investment was valued based upon its transacted price, classified as level 3.

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.

In December 2023, following a reorganization of the Company's ownership interest within the fund structure, the consolidated credit fund was deconsolidated.

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.

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.

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 September 30, 2023 and at December 31, 2022 .

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;

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.

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.

The Company had no outstanding derivatives at September 30, 2023.

At December 31, 2022, fair value of derivative assets was $ 11.8 million, included in other assets, and there were no derivatives in a liability position.

All derivative positions were non-designated hedges.

At December 31, 2022, derivative notional amounts aggregated to the equivalent of $ 321.1 million for foreign exchange contracts, and there were no outstanding interest rate contracts.

Realized and unrealized gains and losses on derivative instruments are recorded in other gain (loss) on the consolidated statement of operations as follows:

Three Months Ended September 30, Nine Months Ended September 30,

(In thousands) 2023 2022 2023 2022

Foreign currency contracts:

Realized gain transferred from AOCI to earnings $ — $ 8,367 $ — $ 8,367

Realized and unrealized gain in earnings on non-designated contracts (1)

— ( 8,689 ) 4,053 ( 3,619 )

Interest rate contracts:

Realized and unrealized gain in earnings on non-designated contracts — 10,258 — 11,284

(1) Include amount 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.

Quotations on over-the-counter derivatives are not adjusted and are generally valued using observable inputs such as contractual cash flows, yield curve, foreign currency rates and credit spreads, and are classified as Level 2 of the fair value hierarchy.

Although credit valuation adjustments, such as the risk of default, rely on Level 3 inputs, these inputs are not significant to the overall valuation of the derivatives.

As a result, derivative valuations in their entirety are classified as Level 2 of the fair value hierarchy.

As discussed in Note 10, the Company had issued five warrants to Wafra in July 2020.

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.

Fair Value Option

Equity Method Investments

The Company has one equity method investment under the fair value option.

Fair value was determined using a discounted cash flow model based upon projected earnings, discounted at 18.3 % at March 31, 2024 and December 31, 2023, and also taking into consideration a comparison to market values of similar public companies at December 31, 2023.

The fair value is classified as Level 3 of the fair value hierarchy and changes in fair value are recorded in principal investment income.

Loans Receivable

There was no outstanding loans receivable balance at March 31, 2024 and December 31, 2023.

In March 2023, an unsecured promissory note that had been issued in connection with the sale of the Company's former Wellness Infrastructure business in 2022 was fully written down in the amount of $ 133.3 million, taking into consideration foreclosure of certain assets within the sold Wellness Infrastructure portfolio by its mezzanine lender.

The Company had previously issued five warrants to affiliates of Wafra Inc.

(collectively "Wafra"), a private investment firm, in connection with Wafra's investment in the Company's investment management business in 2020.

Wafra's investment was subsequently redeemed in 2022, with the warrants remaining outstanding.

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.

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.

The warrants were valued at $ 41.4 million at September 30, 2023 and $ 17.7 million at December 31, 2022 using a Black-Scholes option pricing model, applying the following inputs:

The terms of the warrant purchase agreement provided 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.

Inclusion of the cash settlement feature resulted in the warrants being classified as liability.

Accordingly, the warrants were carried at fair value with changes in fair value recorded in other gain (loss) on the consolidated statements of operations.

In March 2024, three of the warrants were reclassified to equity at their prevailing fair value following a removal of the net cash settlement feature, as the terms of the warrants were amended in connection with a sale of the three warrants by Wafra to a third party.

The equity-classified warrants are no longer subject to fair value remeasurement.

At March 31, 2024, the liability-classified warrants were carried at fair value, measured using a Black-Scholes option pricing model, applying the following inputs:

(a) estimated volatility for DBRG's class A common stock of 39.3 % ( 37.8 % at December 31, 2023);

4 unchanged sentences

Treasury yield curve rates to correspond to the remaining term to expiration of the warrants.

Fair value of the warrant liability, classified as Level 3 fair value, increased $ 23.7 million during the nine months ended September 30, 2023.

Contingent Consideration

In connection with the acquisition of InfraBridge, contingent consideration is payable if prescribed fundraising targets for InfraBridge's new global infrastructure funds are met.

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.

The contingent consideration of $ 11.2 million at September 30, 2023 is classified as Level 3 of the fair value hierarchy, with increase in fair value of $ 0.3 million during the nine months ended September 30, 2023 recorded in other gain (loss).

Fair Value Option

Loans Receivable

At September 30, 2023, there was no outstanding balance on loans receivable, which had been carried at fair value under the fair value option.

Previously, loans receivable consisted of two unsecured promissory notes, one in connection with the 2022 sale of the Company's Wellness Infrastructure business (Note 2) and one held by DataBank, presented within Corporate and Other and in the Operating segment, respectively.

Both loans receivable had bullet repayment of principal and accrued paid-in-kind ("PIK") interest.

Fair value of loans receivable included accrued interest, which was recorded in other income, while changes in fair value was recorded in other gain (loss).

At December 31, 2022, fair value of loans receivable was $ 137.9 million, with unpaid principal balance, inclusive of PIK interest, of $ 167.8 million, classified as Level 3 in the fair value hierarchy.

In March 2023, the Wellness Infrastructure note was fully written down, taking into consideration foreclosure of certain assets within the Wellness Infrastructure portfolio by its mezzanine lender.

In April 2023, the DataBank note was fully repaid.

At December 31, 2022, loan fair values were based upon a discounted cash flow projection of principal and interest, which at the time of valuation, were expected to be collected, discounted at 10.0 % and 10.5 %.

In connection with the acquisition of InfraBridge, contingent consideration is payable if prescribed fundraising targets are met.

In measuring the contingent consideration at March 31, 2024 and December 31, 2023, 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.

Changes in Level 3 Fair Value

1 unchanged sentence

Realized and unrealized gains (losses) are included in other gain (loss).

Fair Value Option Equity Investment of Consolidated Fund

(In thousands) Loans Receivable

Fair value at December 31, 2021 $ 82,930 $ —

Originations and drawdowns 371,415 —

Change in accrued interest and capitalization of paid-in-kind interest 4,491 —

Paydowns ( 159,501 ) —

Transfer of warehoused loans to sponsored fund ( 83,083 ) —

Consolidation of sponsored fund — 10,536

Unrealized gain (loss) in earnings, net ( 41,863 ) 673

Fair value at September 30, 2022 $ 174,389 $ 11,209

Net unrealized gain (loss) in earnings on instruments held at September 30, 2022 $ ( 38,649 ) $ 673

Level 3 Assets Level 3 Liabilities

Fair Value Option Equity Investment of Consolidated Funds Warrants InfraBridge Contingent Consideration

(In thousands) Loans Receivable Equity Method Investments

Fair value at December 31, 2022 $ 133,307 $ — $ 46,770 $ 17,700 $ —

Contributions — — 9,627 — —

Business combination — — — — 10,874

Change in consolidated fund's share of equity investment (1)

Capitalization of paid-in-kind interest 544 —

Paydown of loan receivable or underlying loan assets held by equity investment of consolidated fund

— — 6,125 — —

Unrealized and realized gain (loss) in earnings, net ( 131,685 ) 1,812

Fair value at September 30, 2023 $ — $ 107,032

Net unrealized gain (loss) in earnings on instruments held at September 30, 2023 $ ( 133,307 ) $ 1,812

(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

The Company holds an investment in a non-traded healthcare REIT, valued at $ 34.5 million at September 30, 2023 and at December 31, 2022, presented within Corporate and Other in Note 4.

The Company has no commitment for any further investment in the non-traded REIT in the future.

The investment is valued based upon 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.

The transaction diluted the Company's equity interest in the investee, which was previously accounted for as an equity method investment.

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.

Nonrecurring Fair Values

The Company measures fair value of certain assets on a nonrecurring basis:

(i) on the acquisition date for business combinations;

(ii) when events or changes in circumstances indicate that the carrying value of the assets may not be recoverable;

and (iii) upon deconsolidation of a subsidiary for any retained interest.

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.

There were no assets carried at nonrecurring fair value at September 30, 2023 and December 31, 2022.

Paydown of underlying loans held by equity investment of consolidated fund

— — ( 25 ) — —

Unrealized gain (loss) in earnings, net ( 133,307 ) — 11 4,500 65

Fair value at March 31, 2023 $ — $ — $ 62,508 $ 22,200 $ 10,939

Net unrealized gain (loss) in earnings on instruments held at March 31, 2023 $ ( 133,307 ) $ — $ 11 $ 4,500 $ 65

Fair value at December 31, 2023 $ — $ 6,700 $ 416,614 $ 39,200 $ 11,338

Unrealized gain (loss) in earnings, net — ( 3,975 ) — 5,400 —

Reclassification to equity — — — ( 33,000 ) —

Fair value at March 31, 2024 $ — $ 2,725 $ 416,614 $ 11,600 $ 11,338

Net unrealized gain (loss) in earnings on instruments held at March 31, 2024 $ — $ ( 3,975 ) $ — $ 2,500 $ —

(1) Represents reallocation of investment value when relative ownership of the pooling entity across its fund owners change following additional capital contributions prior to final close of the fund.

Fair Value of Financial Instruments Reported at Cost

Fair value of financial instruments reported at amortized cost, excluding those held for disposition, are presented below.

Fair value of financial instruments reported at amortized cost are presented below.

Fair Value Measurements Carrying Value

(In thousands) Level 1 Level 2 Level 3 Total

September 30, 2023

Corporate debt

March 31, 2024

Secured fund fee revenue notes $ — $ 250,547 $ — $ 250,547 $ 294,791

Exchangeable senior notes — 147,204 — 147,204 71,715

Non-recourse investment-level debt — 2,542,596 4,415 2,547,011 2,786,052

December 31, 2023

Corporate debt

Secured fund fee revenue notes $ — $ 250,547 $ — $ 250,547 $ 294,267

Convertible and exchangeable senior notes 304,513 — 304,513 276,741

Non-recourse investment-level debt — 3,268,508 944,984 4,213,492 4,587,228

Exchangeable senior notes 152,296 — 152,296 77,516

Debt —Senior notes and secured fund fee revenue notes were valued using their last traded price.

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 with respect to securitized debt, based upon indicative bond prices quoted by brokers in the secondary market.

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.

Variable Interest Entities

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.

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.

Operating Subsidiary

The Company's operating subsidiary, OP, is a limited liability company that has governing provisions that are the functional equivalent of a limited partnership.

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.

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).

The absence of such rights, which represent voting rights in a limited partnership equivalent structure, would render OP to be a VIE.

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.

Accordingly, the Company is the primary beneficiary of OP and consolidates OP.

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.

Company-Sponsored Funds

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.

These funds are established as limited partnerships or equivalent structures.

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.

Accordingly, the absence of such rights, which represent voting rights in a limited partnership, results in the funds being considered VIEs.

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

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.

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.

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.

The Company’s exposure is limited to its capital account balance in the consolidated funds of $ 157.5 million at September 30, 2023 and $ 94.7 million at December 31, 2022.

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.

At September 30, 2023, the Company had unfunded equity commitment to a consolidated fund of $ 41.9 million.

The following table presents the assets and liabilities of the consolidated funds, which are presented within Corporate and Other in the supplemental schedule to the consolidated balance sheets.

(In thousands) September 30, 2023 December 31, 2022

Cash and cash equivalents $ 70,122 $ 86,433

Investments—marketable equity securities and equity interests in credit pooling entities (Note 11)

178,176 185,845

Other assets 3,219 1,895

$ 251,517 $ 274,173

Debt $ 4,415 $ 465

Other liabilities

Securities sold short 43,831 40,928

Due to custodian 9,547 35,457

Other 9,930 2,734

$ 67,723 $ 79,584

Unconsolidated Company-Sponsored Funds —The Company does not consolidate its sponsored funds where it has insignificant equity interests in these funds as general partner.

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.

The Company accounts for its equity interests in unconsolidated funds under the equity method.

The Company's maximum exposure to loss is limited to the outstanding balance of its investment in the unconsolidated funds (Note 4) of $ 1.56 billion at September 30, 2023 and $ 752.3 million at December 31, 2022.

The Company also has receivables from its unconsolidated funds for fee income and reimbursable or recoverable costs, as discussed in Note 16.

At September 30, 2023, the Company's unfunded equity commitments to its unconsolidated funds as general partner and general partner affiliate totaled $ 86.9 million.

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.

Earnings per Share

The following table provides the basic and diluted earnings per common share computations.

Three Months Ended September 30, Nine Months Ended September 30,

The following table presents the basic and diluted earnings per common share computations.

Three Months Ended March 31,

(In thousands, except per share data) 2024 2023

6 unchanged sentences

( 29,628 ) ( 197,797 )

Preferred stock repurchases/redemptions (Note 9)

— 1,098 927 1,098

Preferred dividends ( 14,660 ) ( 14,676 )

2 unchanged sentences

Net income (loss) allocated to common stockholders—basic ( 44,322 ) ( 212,504 )

Interest expense attributable to convertible and exchangeable notes (1)

Interest expense attributable to exchangeable notes (1)

Net income (loss) allocated to common stockholders—diluted $ ( 44,322 ) $ ( 212,504 )

2 unchanged sentences

Weighted average effect of dilutive shares (1)(2)(3)

13,298 — 4,420 —

Weighted average number of common shares outstanding—diluted 161,043 158,446

8 unchanged sentences

(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:

(a) for the three months ended September 30, 2022 only, the effect of adding back interest expense of $ 4.0 million and 11,698,000 of weighted average dilutive common share equivalents;

and (b) for the nine months ended September 30, 2023 and 2022, the effect of adding back $ 6.9 million and $ 12.7 million of interest expense, respectively, and 9,744,700 and 13,307,000 of weighted average dilutive common share equivalents, respectively.

Also excluded from the calculation of diluted earnings per share was $ 133.2 million of debt extinguishment loss (Note 8) for the nine months ended September 30, 2022.

(a) for the three months ended March 31, 2024 and 2023, the effect of adding back interest expense of $ 1.3 million and $ 4.0 million, respectively, and 8,495,500 and 11,697,600 of weighted average dilutive common share equivalents.

(2) The calculation of diluted earnings per share excludes the effect of the following as their inclusion would be antidilutive:

(a) class A common shares that are contingently issuable in relation to performance stock units (Note 15) with weighted average shares of 1,076,000 for the three months ended September 30, 2022;

and, 1,727,000 for the nine months ended September 30, 2022;

and (b) class A common shares that are issuable to net settle the exercise of warrants (Note 10) with weighted average shares of 957,600 and 1,393,000 for the three months ended September 30, 2023 and 2022, respectively, and 569,600 and 2,174,000 for the nine months ended September 30, 2023 and 2022, respectively.

(a) class A common shares that are contingently issuable in relation to performance stock units (Note 13) with weighted average shares of 121,700 and 32,400 for the three months ended March 31, 2024 and 2023;

and (b) class A common shares that are issuable to net settle the exercise of warrants (Note 9) with weighted average shares of 1,331,200 and 362,800 for the three months ended March 31, 2024 and 2023, respectively.

(3) OP Units may be redeemed for registered or unregistered class A common stock on a one -for-one basis and are not dilutive.

At September 30, 2023 and 2022, 12,375,800 and 12,628,900 of OP Units, respectively, were not included in the computation of diluted earnings per share in the respective periods presented.

The following table presents the Company's fee income by type.

Three Months Ended September 30, Nine Months Ended September 30,

At March 31, 2024 and 2023, 12,290,800 and 12,628,900 of OP Units, respectively, were not included in the computation of diluted earnings per share in the respective periods presented.

The following table presents the Company's fee revenue by type.

Three Months Ended March 31,

(In thousands) 2024 2023

2 unchanged sentences

Incentive fees

4 566 1,930 1,971

Total fee income $ 65,240 $ 41,263 $ 190,108 $ 128,418

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.

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 fund, and thereafter, contributed or invested capital (subject to certain reductions for NAV write-downs);

invested capital for co-investment vehicles;

or NAV for vehicles in the liquid securities strategy.

Total fee revenue $ 72,955 $ 59,126

Management Fees — Management fees are generally calculated based upon the following ranges of per annum contractual rates:

• Equity funds — 0.64 % to 2.00 % of investors' committed capital during the commitment period, and thereafter, contributed or invested capital (subject to certain reductions for NAV write-downs);

• Credit and co-investment vehicles — 0.25 % to 1.10 % of contributed or invested capital from inception;

• Liquid Strategies and InfraBridge co-investment vehicles — 0.20 % to 1.15 % of NAV or gross asset value, respectively.

Also, co-investment vehicles may charge a one-time fee upfront at contractual rates between 0.15 % and 1.50 % of committed capital, generally to be paid in tranches, but with recognition of fee revenue over the life of the vehicle.

Certain co-investment vehicles may be non fee-bearing.

Incentive Fees —The Company is entitled to incentive fees from sub-advisory accounts in its liquid securities strategy.

1 unchanged sentence

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.

Other Fee Income —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.

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.

Revenue Concentration

For the three months ended March 31, 2024, revenues from four funds, including fee revenue, principal investment income and carried interest allocation, accounted for approximately 26 %, 13 %, 13 %, and 12 % of the Company's total revenues.

Equity-Based Compensation

The DigitalBridge Group, Inc.

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.

At September 30, 2023, an aggregate 24.5 million shares of the Company's class A common stock were reserved for the issuance of awards under the Equity Incentive Plan.

Restricted Stock — Restricted stock awards in the Company's class A common stock are granted to senior executives, directors and certain employees, generally subject to a service condition only, with annual time-based vesting in equal tranches over a three-year period.

Equity-based awards granted prior to the end of March 2024, including the Company's annual equity awards, were granted under the DigitalBridge Group, Inc.

2014 Omnibus Stock Incentive Plan (the "2014 Equity Incentive Plan), which expired at the end of March 2024.

As of December 31, 2023, 5.8 million shares of class A common stock remained available for issuance under the 2014 Equity Incentive Plan, and immediately prior to its expiration, 8.9 million shares of class A common stock remained available for issuance under the 2014 Equity Incentive Plan.

At the end of April 2024, the Company's shareholders approved the 2024 Omnibus Stock Incentive Plan (the "2024 Equity Incentive Plan").

The 2024 Equity Incentive Plan, consistent with the previous 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 2024 Equity Incentive Plan are subject to equitable adjustment upon the occurrence of certain corporate events.

The number of shares of Class A common stock reserved and available for issuance under the 2024 Equity Incentive Plan as of its adoption in April 2024 is 5.5 million shares.

Restricted Stock — Restricted stock awards in the Company's class A common stock are granted to senior executives, directors and certain employees, subject to a service condition or a combination of both a service and performance condition, with annual time-based vesting in equal tranches over a three-year period.

Vesting of performance-based restricted stock awards occur upon achievement of certain Company-specific metrics over a specified performance measurement period.

Restricted stock is entitled to dividends declared and paid on the Company's class A common stock and such dividends are not forfeitable prior to vesting of the award.

1 unchanged sentence

Restricted Stock Units — RSUs in the Company's class A common stock are subject to a performance condition.

Vesting of performance-based RSUs occur upon achievement of certain Company-specific metrics over a performance measurement period that coincides with the recipients' term of service.

Vesting of performance-based RSUs occur upon achievement of certain Company-specific metrics over a specified performance measurement period.

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.

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.

Equity-based compensation expense is recognized when it becomes probable that the performance condition will be met.

A liability classified award that met its performance condition and became fully vested over the course of the year was settled in cash totaling $ 2.4 million and $ 3.3 million for the three and nine months ended September 30, 2023, respectively.

There was no cash settlement of awards in 2022.

Performance Stock Units — PSUs are granted to senior executives and certain employees, and are subject to both a service condition and a market condition.

Following the end of the measurement period, the recipients of PSUs who remain employed will vest in, and be issued a number of shares of the Company's class A common stock, generally ranging from 0 % to 200 % of the number of PSUs granted and determined based upon the performance of the Company's

class A common stock relative to that of a specified peer group over a three-year measurement period (such measurement metric the "total shareholder return").

In addition, recipients of PSUs whose employment is terminated after the first anniversary of their PSU grant are eligible to vest in a portion of the PSU award following the end of the measurement period based upon achievement of the total shareholder return metric applicable to the award.

Equity-based compensation expense is recognized over the vesting period if and when it is probable that the performance condition will be met, subject to reversal if no longer probable.

A liability classified award that met its performance condition and became fully vested over the course of 2023 was settled in cash totaling $ 3.3 million.

There was no cash settlement of awards in the three months ended March 31, 2024.

Performance Stock Units — PSUs are granted to senior executives, and are subject to a service condition in combination with either a market condition or a performance condition.

PSUs granted.

For market condition awards, this is determined based upon the performance of the Company's class A common stock over a three-year measurement period relative to a specified peer group (such measurement metric the "relative total shareholder return").

With respect to performance condition awards, vesting is determined based upon achievement of three-year cumulative distributable earnings ("DE") per share targets, and the relative total shareholder return metric is then applied to determine the final number of shares vested.

Recipients of PSUs whose employment is terminated after the first anniversary of their PSU grant are eligible to vest in a portion of the PSU award following the end of the measurement period based upon the final number of shares vested for that award.

PSUs also contain dividend equivalent rights which entitle the recipients to a payment equal to the amount of dividends that would have been paid on the shares that are ultimately issued at the end of the measurement period.

Fair value of PSUs, including dividend equivalent rights, was determined using a Monte Carlo simulation under a risk-neutral premise, with the following assumptions:

The relative total shareholder return metric was valued using a Monte Carlo simulation under a risk-neutral premise, applying the following assumptions.

This forms the fair value of market condition awards.

The fair value of performance condition awards also incorporate, in addition to the relative total shareholder return metric, the probability of achieving the cumulative DE per share targets.

2024 PSU Grants 2023 PSU Grants 2022 PSU Grants

7 unchanged sentences

(2) Based upon the Company's expected annualized dividends.

Expected dividend yield was zero for the March 2022 and 2021 PSU awards as common dividends were suspended beginning the second quarter of 2020 and reinstated in the third quarter 2022.

Expected dividend yield was zero for the March 2022 PSU awards as common dividends were suspended beginning the second quarter of 2020 and reinstated in the third quarter of 2022.

(3) Based upon the continuously compounded zero-coupon U.S.

Treasury yield for the term coinciding with the measurement period of the award as of valuation date.

Fair value of PSU awards, excluding dividend equivalent rights, is recognized on a straight-line basis over their measurement period as compensation expense, and is not subject to reversal even if the market condition is not achieved.

Fair value of PSU awards is recognized on a straight-line basis over their measurement period as compensation expense.

With respect to performance condition awards, expense recognition occurs only if and when it is probable that the cumulative DE per share targets will be achieved and subject to reversal if no longer probable.

In contrast, expense recognized on market condition awards is not subject to reversal even if the total shareholder return metric is not achieved.

The dividend equivalent right is accounted for as a liability-classified award.

3 unchanged sentences

Each vested LTIP unit is convertible, at the election of the holder (subject to capital account limitation), into one common OP Unit and upon conversion, subject to the redemption terms of OP Units (Note 8).

LTIP units issued have either (1) a service condition only, valued based upon the Company's class A common stock price on grant date;

or (2) both a service condition and a market condition based upon the Company's class A common stock achieving a target price over a predetermined measurement period, subject to continuous employment to the time of vesting, and valued using a Monte Carlo simulation.

LTIP units issued have both a service condition and a market condition based upon the Company's class A common stock achieving a target price over a predetermined measurement period, subject to continuous employment to the time of vesting, and valued using a Monte Carlo simulation.

The following assumptions were applied in the Monte Carlo model under a risk-neutral premise:

13 unchanged sentences

Deferred Stock Units — Certain non-employee directors may elect to defer the receipt of annual base fees and/or restricted stock awards, and in lieu, receive awards of DSUs.

DSUs awarded in lieu of annual base fees are fully vested

on their grant date, while DSUs awarded in lieu of restricted stock awards vest one year from their grant date.

DSUs awarded in lieu of annual base fees are fully vested on their grant date, while DSUs awarded in lieu of restricted stock awards vest one year from their grant date.

DSUs are entitled to a dividend equivalent, in the form of additional DSUs based on dividends declared and paid on the Company's class A common stock, subject to the same restrictions and vesting conditions, where applicable.

Upon separation of service from the Company, vested DSUs will be settled in shares of the Company’s class A common stock.

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.

Equity-based compensation cost pursuant to DBRG's Equity Incentive Plan is presented on the consolidated statement of operations, as follows.

Separately, additional compensation expense was also recorded in 2022 in connection with the DataBank recapitalization transaction, as described in Note 10.

Three Months Ended September 30, Nine Months Ended September 30,

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.

Equity-based compensation cost is presented on the consolidated statement of operations, as follows.

Three Months Ended March 31,

(In thousands)

2023 2022 2023 2022

Compensation expense (including $ 0 , $ 16 , $ 0 and $ 229 expense related to dividend equivalent rights)

$ 14,340 $ 7,824 $ 45,801 $ 24,971

Compensation expense $ 9,214 $ 10,770

Administrative expense — 228

$ 9,214 $ 10,998

Changes in unvested equity awards pursuant to DBRG's Equity Incentive Plan are summarized below.

Changes in unvested equity awards pursuant to the 2014 Equity Incentive Plan are summarized below.

Weighted Average

8 unchanged sentences

Forfeited ( 59,157 ) — — — ( 643,178 ) ( 702,335 ) 26.92 22.46

Unvested shares and units at September 30, 2023

Unvested shares and units at March 31, 2024

3,294,638 2,625,000 64,135 625,957 830,326 7,440,056 17.01 10.57

5 unchanged sentences

PSUs for which the total shareholder return was not met at the end of the performance period are forfeited.

Fair value of equity awards that vested, as shown above, determined based upon their respective fair values at vesting date, was $ 13.3 million and $ 4.2 million for the three months ended September 30, 2023 and 2022, respectively, and $ 47.5 million and $ 53.3 million for the nine months ended September 30, 2023 and 2022, respectively.

At September 30, 2023, aggregate unrecognized compensation cost for all unvested equity awards pursuant to DBRG's Equity Incentive Plan was $ 44.6 million, which is expected to be recognized over a weighted average period of 1.9 years.

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 one year .

Fair value of equity awards that vested, determined based upon their respective fair values at vesting date, totaled $ 18.4 million and $ 20.9 million for the three months ended March 31, 2024 and 2023, respectively.

At March 31, 2024, aggregate unrecognized compensation cost for all unvested equity awards pursuant to the 2014 Equity Incentive Plan was $ 57.5 million, which is expected to be recognized over a weighted average period of 2.3 years.

This excludes $ 6.3 million of unvested RSUs that as of March 31, 2024 are not probable of achieving their performance condition and have a remaining performance measurement period of approximately two months .

Variable Interest Entities

A VIE is an entity that either (i) lacks sufficient equity to finance its activities without additional subordinated financial support from other parties;

(ii) whose equity holders lack the characteristics of a controlling financial interest;

and/or (iii) is established with non-substantive voting rights.

Operating Subsidiary

The Company's operating subsidiary, OP, is a limited liability company that has governing provisions that are the functional equivalent of a limited partnership.

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.

The absence of such rights, which represent voting rights in a limited partnership equivalent structure, would render OP to be a VIE.

Accordingly, the Company is the primary beneficiary of OP and consolidates OP.

Company-Sponsored Funds

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.

These funds are established as limited partnerships or equivalent structures.

Accordingly, the absence of such rights, which represent voting rights in a limited partnership, results in the funds being considered VIEs.

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.

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.

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.

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.

The Company’s exposure is limited to its capital account balance in the consolidated funds of $ 199.6 million at March 31, 2024 and $ 200.8 million at December 31, 2023.

At March 31, 2024, the Company had unfunded equity commitments of $ 9.3 million to a consolidated fund.

The following table presents the assets and liabilities of the consolidated funds:

(In thousands) March 31, 2024 December 31, 2023

Cash and cash equivalents $ 59,402 $ 69,654

Investments (Note 4)

489,828 482,911

Other assets 2,651 576

$ 551,881 $ 553,141

Other liabilities

Securities sold short $ 44,248 $ 38,482

Due to custodian 8,966 9,415

Other 2,976 16,313

$ 56,190 $ 64,210

In April 2024, two single asset funds were deconsolidated as the Company no longer holds a controlling financial interest in these funds.

The Company's co-investment in a portfolio company of the funds was restructured and is no longer held through the funds, but invested in the portfolio company through a parallel vehicle.

T he Company's co-investment in the portfolio company is reflected as an equity method investment under the fair value option effective April 2024.

The deconsolidation of the funds resulted in a removal of approximately $ 263 million of assets attributed to the limited partners of the funds that had represented noncontrolling interests in investment entities.

Unconsolidated Company-Sponsored Funds —The Company does not consolidate its sponsored funds where it has insignificant equity interests in these funds as general partner.

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.

The Company accounts for its equity interests in unconsolidated funds under the equity method.

The Company's maximum exposure to loss is limited to the outstanding balance of its investment in the unconsolidated funds (Note 4) of $ 1.88 billion at March 31, 2024 and $ 1.86 billion at December 31, 2023.

The Company also has receivables from its unconsolidated funds for fee revenue and reimbursable or recoverable costs, as discussed in Note 15.

At March 31, 2024, the Company's unfunded equity commitments to its unconsolidated funds as general partner and general partner affiliate totaled $ 250.5 million.

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.

Transactions with Affiliates

4 unchanged sentences

Amounts due from and due to affiliates consist of the following:

(In thousands) September 30, 2023 December 31, 2022

(In thousands) March 31, 2024 December 31, 2023

Due from Affiliates

Investment vehicles, portfolio companies and other equity investments

Fee income $ 58,376 $ 35,010

Investment vehicles and portfolio companies

Fee revenue $ 68,595 $ 71,427

Cost reimbursements and recoverable expenses 17,383 14,388

2 unchanged sentences

Due to Affiliates (Note 6)

Investment vehicles—Derivative obligation $ — $ 11,793

Investment vehicles—InfraBridge (Note 3)

$ 10,123 $ 10,123

Employees and other affiliates 686 541

1 unchanged sentence

Significant transactions with affiliates include the following:

Fee Income —Fee income earned from investment vehicles that the Company manages and/or sponsors, and may have an equity interest, are presented in Note 14.

Substantially all fee income are from affiliates, except for management fees and incentive fee from sub-advisory accounts and generally, other fee income.

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.

Substantially all fee revenue are from affiliates, except for management fees and incentive fee from sub-advisory accounts and generally, other fee revenue.

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:

(i) organization and offering costs related to formation and capital raising of the investment vehicles up to specified thresholds;

(ii) costs incurred in performing investment due diligence;

(ii) professional fees incurred in performing investment due diligence;

and (iii) direct and indirect operating costs for managing the operations of certain investment vehicles.

Such cost reimbursements and recoverable expenses, included in other income, totaled $ 1.2 million and $ 1.0 million for the three months ended September 30, 2023 and 2022, respectively, and $ 3.8 million and $ 5.7 million for the nine months ended September 30, 2023 and 2022, respectively.

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 $ 2.5 million and $ 1.3 million for the three months ended March 31, 2024 and 2023, respectively.

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.

Warehoused Investments— The Company may acquire and temporarily warehouse investments on behalf of prospective sponsored investment vehicles that are actively fundraising (Note 4).

2 unchanged sentences

The terms of such arrangements may differ for each sponsored investment vehicle and by investment.

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).

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.

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;

accordingly, there was no net effect to the Company's earnings resulting from these foreign currency contracts.

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.

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.

3 unchanged sentences

Ganzi and Jenkins upon the occurrence of future realization events.

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 (Note 10).

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.

Carried Interest Allocation from Sponsored Investment Vehicles —With respect to investment vehicles sponsored by the Company for which Messrs.

2 unchanged sentences

Such carried interest allocation to Messrs.

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 $ 109.9 million at September 30, 2023 and $ 70.4 million at December 31, 2022.

Carried interest allocated is recorded as net income attributable to noncontrolling interests in the Investment Management segment totaling $ 18.9 million and $ 13.8 million for the three months ended September 30, 2023 and 2022, respectively, and $ 40.3 million and $ 43.5 million for the nine months ended September 30, 2023 and 2022 respectively.

Additionally, in connection with the DataBank recapitalization (Note 10) in the second half of 2022, Messrs.

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.

Such equity interest represent ownership interests in DataBank.

A portion of such equity interest was sold by Messrs.

Ganzi and Jenkins in connection with the recapitalization transaction.

Ganzi and Jenkins that are unrealized or distributed but unpaid are included in noncontrolling interests on the balance sheet in the amount of $ 115.5 million at March 31, 2024 and $ 112.2 million at December 31, 2023.

Carried interest allocated is recorded as net income attributable to noncontrolling interests totaling $ 3.4 million and $ 2.2 million for the three months ended March 31, 2024 and 2023, respectively.

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.

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.

Such investments in consolidated investment vehicles and general partner entities totaled $ 21.0 million at September 30, 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.

The employees' share of net income was $ 1.4 million and $ 0.4 million for the three months ended September 30, 2023 and 2022, respectively, and $ 3.5 million and $ 0.1 million for the nine months ended September 30, 2023 and 2022, respectively.

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 compensation expense—incentive fee and carried interest allocation.

Such investments in consolidated investment vehicles and general partner entities totaled $ 36.2 million at March 31, 2024 and $ 22.7 million at December 31, 2023, reflected in redeemable noncontrolling interests and noncontrolling interests on the balance sheet.

The employees' share of net income was $ 0.1 million and $ 0.6 million for the three months ended March 31, 2024 and 2023, respectively.

Such amounts are reflected in net income (loss) attributable to noncontrolling interests on the consolidated statement of operations and exclude their share of carried interest allocation, which is reflected in incentive fee and carried interest compensation expense.

Aircraft— P ursuant to Mr.

8 unchanged sentences

The Company reimbursed Mr.

Ganzi $ 1.7 million and $ 0.7 million for the three months ended September 30, 2023 and 2022, respectively, and $ 4.3 million and $ 1.8 million for the nine months ended September 30, 2023 and 2022 respectively.

Advancement of Expenses— Effective April 1, 2021, Thomas J.

Barrack stepped down as Executive Chairman of the Company and in July 2021, resigned as a member of the Company's Board of Directors.

In October 2021, the Company entered into an Agreement Regarding Advancement of Certain Expenses ("Advancement Agreement") with Mr.

Barrack, which is generally consistent with the Company’s obligations and Mr.

Barrack’s rights regarding advancement of expenses under the terms of a January 2017 Indemnification Agreement between the Company and Mr.

Barrack, and under the Company’s Bylaws.

The Advancement Agreement (a) memorializes the parties’ disagreement as to the Company’s obligations and Mr.

Barrack’s rights under the earlier Indemnification Agreement and the Company's Bylaws, and (b) obligates Mr.

Barrack to reimburse the Company for such advanced expenses under certain circumstances.

Pursuant to the Advancement Agreement , the Company expensed $ 7.5 million and $ 17.2 million in the three and nine months ended September 30, 2022, respectively, with immaterial expenses in 2023.

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.

Barrack thereunder.

Commitments and Contingencies

The Company may be involved in litigation in the ordinary course of business.

As of September 30, 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.

Supplemental Disclosure of Cash Flow Information

Nine Months Ended September 30,

(In thousands) 2023 2022

Supplemental Disclosure of Cash Flow Information

Cash paid for interest, net of amounts capitalized of $ 5,433 and $ 1,674

Ganzi $ 0.9 million and $ 1.8 million for the three months ended March 31, 2024 and 2023 respectively.

Segment Reporting

Beginning in 2024, the entirety of the Company's business, inclusive of all income and expense from continuing operations of the Company as a whole, is reported as a single reportable segment.

The Company no longer distinguishes income (loss) items and attributes costs between its investment management business and corporate activities.

The approach of managing the whole Company as a single business is consistent with the manner in which its chief operating decision makers assess the allocation of resources and performance of the Company.

Prior to December 31, 2023, the Company had conducted its business through two reportable segments, that is, Investment Management and Operating.

On December 31, 2023 the Operating segment was discontinued following a full deconsolidation of the portfolio companies in the Operating segment, which qualified as discontinued operations (Note 2).

At December 31, 2023, subsequent to the discontinuation of the Operating segment, the Company had conducted its business through one reportable segment of Investment Management, reflecting the Company's investment management business, which bore only operating costs that were directly attributable or otherwise can be subjected to a reasonable and systematic attribution to the investment management business.

Remaining unallocated operating costs, along with corporate level financing and transaction activities, as well as income (loss) from the Company's investment in its sponsored funds as general partner affiliate, and warehoused/seed investments were not attributed to the investment management business and previously presented as Corporate and Other.

The segment earnings measure of net income (loss) from continuing operations attributable to DigitalBridge Group, Inc.

remains consistent with prior periods, except that this measure was previously applied to the Investment Management segment, and beginning 2024, is applied to the Company as a whole.

Segment information for all prior periods presented have been conformed to current year presentation.

Segment Results of Operations

The following table presents net income (loss) from continuing operations attributable to DigitalBridge Group, Inc.

for the Company's single reportable segment and reconciled to the consolidated statement of operations.

Three Months Ended March 31,

Fee revenue $ 72,955 $ 59,126

Carried interest allocation (reversal) ( 8,478 ) ( 54,756 )

Principal investment income 2,845 3,562

Other income 7,071 10,564

Total revenues 74,393 18,496

Interest expense 5,192 8,131

Transaction-related costs 760 8,527

Depreciation and amortization 9,167 6,875

Compensation expense—cash and equity-based 51,184 47,471

Compensation expense—incentive fee and carried interest allocation (reversal) ( 6,714 ) ( 36,831 )

Administrative and other expenses 24,310 20,447

Total expenses 83,899 54,620

Other income (loss)

Other gain (loss), net ( 5,894 ) ( 144,514 )

Income (loss) from continuing operations before income taxes ( 15,400 ) ( 180,638 )

Income tax benefit (expense) ( 1,246 ) ( 1,098 )

Income (loss) from continuing operations ( 16,646 ) ( 181,736 )

Income (loss) from continuing operations attributable to noncontrolling interests:

Redeemable noncontrolling interests 733 6,943

Investment entities 1,467 909

Operating Company ( 2,348 ) ( 14,849 )

Income (loss) from continuing operations attributable to DigitalBridge Group, Inc.

$ ( 16,498 ) $ ( 174,739 )

Cash received (paid) for income taxes 969 5,782

Operating lease payments 46,615 50,584

Finance lease payments 11,918 11,750

Supplemental Disclosure of Cash Flows from Discontinued Operations

Net cash provided by (used in) operating activities of discontinued operations $ ( 4,930 ) $ ( 16,038 )

Net cash provided by (used in) investing activities of discontinued operations 259,446 ( 12,915 )

Net cash provided by (used in) financing activities of discontinued operations ( 28,956 ) ( 12,503 )

Supplemental Disclosure of Noncash Investing and Financing Activities

Dividends and distributions payable $ 16,418 $ 16,527

Payables for improvements in operating real estate and acquired lease intangibles 33,456 108,468

Receivables from asset sales 2,091 12,373

Operating lease ROU assets and lease liabilities established 29,050 16,840

Finance lease ROU assets and lease liabilities established 21,475 —

Contingent consideration for acquisition of InfraBridge 10,874 —

ROU asset and lease liability derecognized upon purchase of leased real estate (Note 3)

Redemption of redeemable noncontrolling interest for common stock — 348,759

Seller note received in sale of NRF Holdco equity (Note 2) — 154,992

Loan receivable relieved in exchange for equity investment acquired — 20,676

Redemption of OP Units for common stock 984 341

Assets disposed or deconsolidated in sale of equity of investment entities (1)

Reconciliation of segment earnings measure to consolidated statement of operations:

Income (loss) from continuing operations attributable to DigitalBridge Group, Inc.

$ ( 16,498 ) $ ( 174,739 )

Liabilities disposed or deconsolidated in sale of equity of investment entities (1)

Income (loss) from discontinued operations attributable to DigitalBridge Group, Inc.

( 13,130 ) ( 23,058 )

Noncontrolling interests of investment entities sold and deconsolidated (1)

Net income (loss) attributable to DigitalBridge Group, Inc.

$ ( 29,628 ) $ ( 197,797 )

Exchange of notes for class A common shares — 60,317

(1) Represents deconsolidation of DataBank in September 2023 and sale of Wellness Infrastructure business in February 2022 (Notes 10 and 2).

Commitments and Contingencies

The Company may be involved in litigation in the ordinary course of business.

As of March 31, 2024, 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.

Subsequent Events

No subsequent events have occurred that would require recognition in the consolidated financial statements or disclosure in the accompanying notes.

Except as disclosed in Note 7 and Note 14, no other subsequent events have occurred that would require recognition in the consolidated financial statements or disclosure in the accompanying notes.

FORWARD-LOOKING STATEMENTS

5 unchanged sentences

The following factors, among others, could cause actual results and future events to differ materially from those set forth or contemplated in the forward-looking statements:

• our ability to grow our business by raising capital for our funds and the companies that we manage;

• our position as an investor and investment manager of digital infrastructure and our ability to manage any related conflicts of interest;

• adverse changes in general economic and political conditions, including those resulting from supply chain difficulties, inflation, interest rate increases, a potential economic slowdown or a recession;

• our exposure to business risks in Europe, Asia and other foreign markets;

• difficult market and political conditions, including those resulting from supply chain difficulties, inflation, higher interest rates, a general economic slowdown or a recession;

• our ability to raise capital from investors for our Company, our funds and the companies that we manage;

• the performance of our funds and investments relative to our expectations and the highly variable nature of our revenues, earnings and cash flow;

• our exposure to risks inherent in the ownership and operation of infrastructure and digital infrastructure assets, including our reliance on third-party suppliers to provide power, network connectivity and certain other services to our managed companies;

• our exposure to business risks in Europe, Asia, Latin America and other foreign markets;

• our ability to increase assets under management ("AUM") and expand our existing and new investment strategies while maintaining consistent standards and controls;

• our ability to appropriately manage conflicts of interest;

• our ability to expand into new investment strategies, geographic markets and businesses, including through acquisitions in the infrastructure and investment management industries;

• the impact of climate change and regulatory efforts associated with environmental, social and governance matters;

• our ability to maintain effective information and cybersecurity policies, procedures and capabilities and the impact of any cybersecurity incident affecting our systems or network or the system and network of any of our managed companies or service providers;

• the ability of our portfolio companies to attract and retain key customers and to provide reliable services without disruption;

• any litigation and contractual claims against us and our affiliates, including potential settlement and litigation of such claims;

• our ability to obtain and maintain financing arrangements, including securitizations, on favorable or comparable terms or at all;

• the ability of our managed companies to attract and retain key customers and to provide reliable services without disruption;

• the reliance of our managed companies on third-party suppliers for power, network connectivity and certain other services;

• our ability to increase assets under management ("AUM") and expand our existing and new investment strategies;

• our ability to integrate and maintain consistent standards and controls, including our ability to manage our acquisitions in the digital infrastructure and investment management industries effectively;

• our business and investment strategy, including the ability of the businesses in which we have significant investments to execute their business strategies;

• performance of our investments relative to our expectations and the impact on our actual return on invested equity, as well as the cash provided by these investments and available for distribution;

• our ability to deploy capital into new investments consistent with our investment management strategies;

• the availability of, and competition for, attractive investment opportunities and the earnings profile of such new investments;

• our ability to achieve any of the anticipated benefits of certain joint ventures, including any ability for such ventures to create and/or distribute new investment products;

• our expected hold period for our assets and the impact of any changes in our expectations on the carrying value of such assets;

• the general volatility of the securities markets in which we participate;

• the market value of our assets;

• interest rate mismatches between our assets and any borrowings used to fund such assets;

• effects of hedging instruments on our assets;

• the impact of economic conditions on third parties on which we rely;

• the impact of any security incident or deficiency affecting our systems or network or the system and network of any of our managed companies or service providers;

• any litigation and contractual claims against us and our affiliates, including potential settlement and litigation of such claims;

• our levels of leverage;

• the impact of legislative, regulatory and competitive changes, including those related to privacy and data protection;

• the impact of our transition from a real estate investment trust ("REIT") to a taxable C corporation for tax purposes, and the related liability for corporate and other taxes;

• the market value of our assets and effects of hedging instruments on our assets;

• the impact of legislative, regulatory and competitive changes, including those related to privacy and data protection and new SEC rules governing investment advisers;

• whether we will be able to utilize existing tax attributes to offset taxable income to the extent contemplated;

• our ability to maintain our exemption from registration as an investment company under the Investment Company Act of 1940, as amended;

• our ability to maintain our exemption from registration as an investment company under the 1940 Act;

• changes in our board of directors or management team, and availability of qualified personnel;

5 unchanged sentences

We caution investors not to place undue reliance on these forward-looking statements and urge you to carefully review the disclosures we make concerning risks in Part I, Item 1A.

"Risk Factors" in our Annual Report on Form 10-K for the fiscal year ended December 31, 2022 and in Part I, Item 2.

"Risk Factors" in our Annual Report on Form 10-K for the fiscal year ended December 31, 2023 and in Part II, Item 7.

“Management’s Discussion and Analysis of Financial Condition and Results of Operations” in this Quarterly Report.

1 unchanged sentence

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.

What changed 10-Q

Item 1. Financial Statements