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Item 2. Management’s Discussion and Analysis

2025-05-01 compared with 2024-11-01 · 150 added, 197 removed, 299 unchanged (54% of the section changed)

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References to the “Operating Partnership,” our “Operating Company” and the “OP” refer to DigitalBridge Operating Company, LLC, a Delaware limited liability company and the operating company of the Company, and its consolidated subsidiaries.

We are a leading global digital infrastructure investment manager, deploying and managing capital across the digital ecosystem, including data centers, cell towers, fiber networks, small cells, and edge infrastructure.

We are a leading global investment manager in digital infrastructure, deploying and managing capital across the digital ecosystem, including data centers, cell towers, fiber networks, small cells, and edge infrastructure.

Our diverse global investor base includes public and private pensions, sovereign wealth funds, asset managers, insurance companies, and endowments.

At September 30, 2024, we had $34.1 billion of fee earning equity under management ("FEEUM").

We are headquartered in Boca Raton, Florida, with key offices in New York, Los Angeles, London, Luxembourg and Singapore, and have approximately 300 employees.

At March 31, 2025, we had $37.3 billion of fee earning equity under management ("FEEUM").

We are headquartered in Boca Raton, Florida, with key offices in New York, London, Luxembourg and Singapore.

At March 31, 2025, we had 324 employees.

We operate as a taxable C Corporation and conduct substantially all of our activities and hold substantially all of our assets and liabilities through our Operating Company.

At September 30, 2024, we owned 93% of the Operating Company as its sole managing member.

At March 31, 2025, we owned 94% of the Operating Company as its sole managing member.

Our Investment Management Platform

Our investment management platform is anchored by our value-add funds within the DigitalBridge Partners ("DBP") infrastructure equity offerings.

Our investment management platform is anchored by our value-add funds within the DigitalBridge Partners ("DBP") infrastructure equity series.

In providing institutional investors access to investments across different segments of the digital infrastructure ecosystem, our investment offerings have expanded to include core equity, credit and liquid securities.

• Our DBP series of funds focus on value-add digital infrastructure, investing in and building businesses across the digital infrastructure sector.

• Core Equity invests in digital infrastructure businesses and assets with long-duration cash flow profiles, primarily in more developed geographies ("SAF").

• Core Equity invests in digital infrastructure businesses and assets with long-duration cash flow profiles, primarily in more developed geographies, through our Strategic Assets Fund ("SAF").

• DigitalBridge Credit is our private credit strategy that delivers credit solutions to corporate borrowers in the digital infrastructure sector globally through credit financing products such as first and second lien term loans, mezzanine debt, preferred equity and construction/delay-draw loans, among other products.

• Our Liquid Strategies are fundamental long-only and long-short public equities strategies with well-defined mandates, leveraging the network and intellectual capital of our platform to build liquid portfolios of high quality, undervalued businesses across digital infrastructure, real estate, and technology, media, and telecom.

• InfraBridge is focused on mid-market investments in the digital infrastructure and related sectors of transportation and logistics, and energy transition (the Global Infrastructure Fund ("GIF") series of funds).

• Our Liquid Strategies are fundamental long-only, long-short and market-neutral public equities strategies with well-defined mandates, leveraging the network and intellectual capital of our platform to build liquid portfolios of high quality, undervalued businesses across digital infrastructure, real estate, and technology, media, and telecom.

• InfraBridge is focused on mid-market investments in the digital infrastructure, energy and digital adjacent areas of traditional infrastructure (predominantly transportation and logistics via the Global Infrastructure Fund ("GIF") series of funds.

Significant Developments

The following summarizes significant developments that affected our business and results of operations in 2024 through the date of this filing.

The following summarizes significant developments that affected our business and results of operations in 2024 and through the date of this filing.

Capital Raise

• In the year to-date period through October 2024, we have raised $6.1 billion of capital, primarily for the third series in our flagship value-add strategy and syndications through various co-investment vehicles.

• In 2024, we further reduced our leverage with the full exchange/redemption of our remaining $78.4 million of 5.75% senior notes, which results in annual interest savings of approximately $4.5 million.

$73.4 million of note principal was exchanged for 8.2 million shares of the Company's class A common stock and $5.0 million of note principal was redeemed for cash.

Return of Capital

• We monetized a substantial portion of marketable equity securities that form DBRG's non-core investments for total net proceeds of $35.0 million.

• In October 2024, as the subordinated note holder of a third party managed CLO, we received $10.4 million of excess net proceeds from a refinancing of the CLO.

• In 2025, through April 2025, we raised $1.15 billion of capital, primarily for the third series in our flagship value-add strategy and the second series of our credit strategy.

Realization of Investment

• In connection with our participation in a secondary sale of equity by our DataBank portfolio company in February 2025, we received proceeds of approximately $59.7 million, representing $34.0 million realized principal investment income, $24.8 million return of capital and our share of carried interest of $0.9 million.

Fund Performance Metrics

Certain performance metrics for our key investment funds from inception through September 30, 2024 are presented in the table below.

Excluded are funds with less than one year of performance history as of September 30, 2024, funds and separately managed accounts in the liquid strategy, co-investment vehicles and separately capitalized portfolio companies.

Certain performance metrics for our key investment funds from inception through March 31, 2025 are presented in the table below.

Excluded are funds with less than one year of performance history as of March 31, 2025, funds and separately managed accounts in the liquid strategy, co-investment vehicles and separately capitalized portfolio companies.

The historical performance of our funds is not indicative of their future performance nor indicative of the performance of our other existing funds or of any of our future funds.

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Investment Value MOIC (8) (10)

Unrealized Realized (5)

Unrealized (5)

Gross Net Gross Net

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(4) Available capital represents unfunded commitments, including recallable capital.

(5) Unrealized value represents total fair value of investments, net of outstanding balance under the fund’s credit facility, if any.

(6) Realized value represents proceeds from dispositions that have closed and all earnings from both realized and unrealized investments, including interest, dividend and ticking fees.

(7) Total value is the sum of unrealized fair value and realized value of investments.

(7) Total investment gross multiple of invested capital ("MOIC") is calculated as total value of investments, that is realized proceeds and unrealized fair value, divided by invested capital, without giving effect to allocation of management fee expense, other fund expenses and general partner carried interest (both distributed and unrealized).

Total investment net MOIC is calculated as total value of investments, that is realized proceeds and unrealized fair value, divided by invested capital, after giving effect to allocation of management fee expense, other fund expenses and general partner carried interest (both distributed and unrealized).

(8) Total gross multiple of invested capital ("MOIC") is calculated as the limited partners' portion of the fair value of unrealized investments, net of outstanding balance funded through the fund's credit facility, if any, plus any accrued but unpaid interest and coupon payments received, and limited partner realized distributions gross of general partner carried interest, divided by total limited partner contributions, without giving effect to the allocation of management fee expense, other fund expenses and general partner carried interest (both distributed and unrealized).

Total net MOIC is calculated as the limited partners' portion of the fund's NAV plus limited partner realized distributions net of carried interest, divided by total limited partner contributions, after giving effect to the allocation of management fee expense, other fund expenses and general partner carried interest (both distributed and unrealized).

MOIC calculations exclude capital not subject to fees and/or carried interest, including general partner and general partner affiliate capital.

MOICs are calculated at the fund level and do not reflect MOICs at the individual investor level.

(8) Gross internal rate of return ("IRR") represents annualized time-weighted return on invested capital based upon total value of investments, that is realized proceeds and unrealized fair value, without giving effect to allocation of management fee expense, other fund expenses and general partner carried interest (both distributed and unrealized).

Gross IRR is calculated from the date of investment fundings (taking into account the benefit of any credit facility at the fund level) to the date of investment distributions.

For unrealized investments, gross IRR assumes a liquidating distribution equal to the investment fair value, net of amounts funded through the fund's credit facility, if any.

(9) Gross internal rate of return ("IRR") represents annualized money-weighted return on invested capital based upon total value of limited partner contributions, that is limited partner realized distributions and limited partner unrealized NAV (based upon fair value of unrealized investments), without giving effect to the allocation of management fee expense, other fund expenses and general partner carried interest (both distributed and unrealized).

Gross IRR is calculated from the date of the first capital call from limited partners (and therefore taking into account the use of any credit facility at the fund level) through the date of limited partner distributions for realized investments.

For funds with unrealized investments, gross IRR uses a liquidating distribution equal to the limited partners' portion of the fair value of unrealized investments, net of outstanding amounts funded through the fund's credit facility, if any.

Gross IRR is calculated at the fund level and does not reflect gross IRR of any individual investor due to timing of investor level inflows and outflows, among other factors.

Net IRR is gross IRR after giving effect to allocation of management fee expense, other fund expenses and general partner carried interest (both distributed and unrealized).

Net IRR is calculated at the individual investor level based upon timing and amount of fee-paying third party investor level inflows and outflows, and excludes capital not subject to fees and/or carried interest, including general partner and general partner affiliate capital.

If an investment is later syndicated to third-party investor(s), the IRRs will include cash flows associated with such syndication.

This treatment with respect to syndications was implemented in fiscal year 2024 and applied on a life-to-date basis for all funds presented.

Net IRR is gross IRR after giving effect to the allocation of management fee expense, other fund expenses and general partner carried interest (both distributed and unrealized).

Net IRR is calculated at the total fee-paying limited partner level and based upon the timing and amount of fee-paying third party limited partner inflows and outflows, and excludes capital not subject to fees and/or carried interest, including the portion of capital attributable to the general partner and general partner affiliate.

As fees may vary by individual investor, net IRR does not represent the return of any individual investor.

With respect to funds that have utilized borrowings from a credit facility to fund portfolio investments, organization expenses, partnership expenses, management fees, or other amounts in lieu of calling capital from limited partners for such purposes, gross and net IRR of the fund differs from what the IRR would have been if such borrowings or financings had not been utilized.

Because IRR is calculated based on the actual dates of capital contributions from, and distributions to, limited partners (rather than based on the timing of when investments were made, for example), the use of such borrowings and financings in lieu or in advance of calling capital delays capital contributions from limited partners, generally resulting in higher IRRs than if such borrowings or financings had not been utilized and capital was called earlier from limited partners..

(10) Our funds generally permit us to recycle certain capital distributed to limited partners during certain time periods.

The exclusion of recycled capital generally causes invested and realized amounts to be lower and MOICs to be higher than had recycled capital been included.

In addition, for funds that utilize a subscription line credit facility in advance of receiving capital contributions from investors, reported IRRs may be higher or lower than if such facility had not been utilized.

Results of Operations

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

(In thousands) 2024 2023 Change 2024 2023 Change

Three Months Ended March 31,

(In thousands) 2025 2024 Change

Fee revenue $ 90,139 $ 72,955 $ 17,184

Carried interest allocation (reversal) (15,799) 168,891 (184,690) 263,967 193,389 70,578

Carried interest allocation (55,464) (8,478) (46,986)

Principal investment income 5,307 2,845 2,462

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Compensation expense—cash and equity-based 46,110 51,184 (5,074)

Compensation expense—incentive fee and carried interest allocation (reversal) (8,474) 72,865 (81,339) 163,242 72,110 91,132

Compensation expense—incentive fee and carried interest allocation (22,304) (6,714) (15,590)

Administrative and other expenses 15,946 24,310 (8,364)

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13,782 (29,628) 43,410

Preferred stock repurchases — — — — (927) 927

Preferred stock dividends 14,660 14,660 —

Net income (loss) attributable to common stockholders $ (878) $ (44,288) 43,410

Total revenues were $76.1 million and $262.7 million for the three months ended September 30, 2024 and 2023, respectively, and $540.9 million and $471.1 million for the nine months ended September 30, 2024 and 2023, respectively.

The decrease of $186.6 million in the quarter-to-date comparison and increase of $69.8 million in the year-to-date comparison was driven largely by significant variability in carried interest.

Excluding carried interest, revenues were higher in both periods under comparison, driven by an increase in fee income of $11.3 million quarter-to-date and $38.0 million year to-date.

Principal investment income and other income were lower in 2024, and these decreases largely offset the higher fee revenue in the quarter-to-date and year-to-date comparison.

Total revenues were $45.4 million in 2025 and $74.4 million in 2024.

The decrease of $28.9 million was driven by a significantly higher reversal of unrealized carried interest in 2025, partially offset by a $17.2 million increase in fee revenue.

The key components of revenue are discussed in more detail below.

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

(In thousands) 2024 2023 Change 2024 2023 Change

Three Months Ended March 31,

(In thousands) 2025 2024 Change

Management fees

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Incentive fees

291 — 291 2,823 1,040 1,783

Other fee revenue

$ 90,139 $ 72,955 17,184

$ 76,582 $ 65,240 11,342 $ 228,142 $ 190,108 38,034

Fee revenue increased $11.3 million or 17% in the quarter-to-date comparison and $38.0 million or 20% in the year-to-date comparison, consistent with increase in FEEUM of $4.2 billion or 14% in the 12-month period to $34.1 billion at September 30, 2024.

Management fees were $10.8 million and $36.4 million higher in the three and nine months ended September 30, 2024, respectively, driven by our third flagship fund that held its first close in November 2023, contributing $16.7 million and $39.6 million of fees, respectively (including catch-up fees), as well as additional deployments and commitments in other funds.

These increases were partially offset by lower fees in DBP II following a change in fee basis to invested capital and syndication of an investment in 2024, as well as recapitalization of a portfolio company in a co-invest vehicle (aggregate decrease of $6.9 million and $15.9 million, respectively).

Higher incentive fees earned in 2024 are attributed to our liquid securities strategy.

Carried Interest Allocation (Reversal)

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

(In thousands) 2024 2023 Change 2024 2023 Change

Fee revenue increased $17.2 million or 24% to $90.1 million.

The increase is attributable to higher capital raised for our third flagship fund, which contributed an additional $20.6 million of management fees, including $10.7 million of catch-up fees.

This was partially offset by $4.0 million of lower fees from an InfraBridge fund following a change in fee basis from committed to invested capital effective December 2024.

Year over year, FEEUM increased $4.8 billion or 15% to $37.3 billion at March 31, 2025 from $32.5 billion at March 31, 2024.

Carried Interest Allocation

Three Months Ended March 31,

(In thousands) 2025 2024 Change

Carried interest allocation

Distributed $ 2,470 $ — $ 2,470

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$ (55,464) $ (8,478) (46,986)

Carried interest allocation represents gross carried interest from our general partner interests in sponsored investment vehicles prior to allocations to management and Wafra.

Carried interest allocation represents gross carried interest from our general partner interests in sponsored investment vehicles prior to allocations to management and a third party participation interest.

Unrealized carried interest is subject to adjustments each period, including reversals, based upon the cumulative performance of the underlying investments of these vehicles that are measured at fair value, until such time as the carried interest is distributed.

The distributed carried interest in 2023 arose from the recapitalization of DataBank.

In the quarter-to-date comparison, 2024 included a reversal of unrealized carried interest, while a large unrealized carried interest was recognized in 2023, attributed primarily to DBP funds and a DataBank investment that was not subject to recapitalization.

In the year-to-date comparison, unrealized carried interest was higher in 2024, driven by DBP funds and partially offset by a reversal of carried interest in DataBank funds.

Distributed carried interest arose from a secondary equity offering by our DataBank portfolio company in February 2025, of which our share net of management allocation was $0.9 million.

There was a higher net reversal of unrealized carried interest in 2025 compared to 2024.

The carried interest reversals are generally a function of continuing accrual of preferred returns over time at a higher rate than the fair value increase for certain limited partners.

Principal Investment Income

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

(In thousands) 2024 2023 Change 2024 2023 Change

Three Months Ended March 31,

(In thousands) 2025 2024 Change

Principal investment income

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Principal investment income represents the Company's proportionate share of net income (loss) from investments in its sponsored investment vehicles, which is predominantly unrealized gain (loss) from changes in fair value of underlying fund investments.

Realized principal investment income in 2024 arose largely from gains related to syndication of investments in DBP funds and distribution of interest income.

Additionally, the year-to-date period included $4.2 million of previously escrowed proceeds received from the partial sale of our interest i n DataBank in prior years.

However, in both the quarter-to-date and year-to-date periods, the realized income in 2024 was more than offset by lower unrealized income from fair value decreases or lower fair value increases in underlying investments of other funds.

Other income decreased $5.2 million in the quarter-to-date comparison and $15.7 million in the year-to-date comparison.

In 2023, there was higher interest income from our subordinated notes in a collateralized loan obligation ("CLO") and money market deposits, and dividend income from our credit fund which was deconsolidated in the fourth quarter of 2023 (aggregate effect of $4.8 million and $18.2 million, respectively).

This was partially offset by incremental costs reimbursable by InfraBridge funds in 2024 that are grossed up as other income and administrative expense ($0.9 million and $3.5 million, respectively).

Total expenses were $76.3 million and $159.5 million for the three months ended September 30, 2024 and 2023, respectively, and $428.7 million and $346.3 million for the nine months ended September 30, 2024 and 2023, respectively, with the changes attributed primarily to significant variability in unrealized carried interest compensation.

Excluding incentive fee and carried interest compensation, expenses were lower in both periods under comparison, attributed largely to lower compensation expense, partially offset by higher administrative costs.

The year-to-date period also benefited from lower interest expense and transaction costs.

In February 2025, we received $34.0 million of income distribution in connection with our participation in a secondary sale of equity by our DataBank portfolio company.

This is reflected as reclassification from unrealized to realized principal investment income.

Additionally, realized principal investment income in both periods included distributions of interest income from our credit fund, while u nrealized principal investment income in 2025 also reflects fair value increases in DBP II and InfraBridge funds (combined $5.5 million).

Other income was $1.6 million lower at $5.5 million, driven by lower dividend income from equity securities of consolidated funds and lower interest income from money market deposits and our subordinated notes in a collateralized loan obligation ("CLO").

Total expenses were $55.3 million in 2025 and $83.9 million in 2024, with the decrease attributable to higher reversal of unrealized carried interest compensation, and lower administrative costs.

Changes in the various expense items are discussed below.

Compensation Expense

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

(In thousands) 2024 2023 Change 2024 2023 Change

Three Months Ended March 31,

(In thousands) 2025 2024 Change

Cash and equity-based compensation

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Incentive fee and carried interest compensation allocation (reversal) $ (22,304) $ (6,714) (15,590)

Cash and equity-based compensation— Cash compensation was $4.2 million lower in the quarter-to-date comparison and $0.8 million lower in the year-to-date comparison, as a result of lower estimated bonus, severance and retention costs (decreased $6.5 million and $5.8 million, respectively), partially offset by the effects of a higher headcount in 2024 to support our growing investment management business.

Equity-based compensation was lower in both periods under comparison as 2023 had higher expenses associated with performance-based awards that had achieved their targets.

Incentive fee and carried interest compensation allocation— The change in compensation expense for both periods is consistent with the change in carried interest, as discussed above.

Cash and equity-based compensation— Cash compensation was $3.5 million lower in 2025 as a result of an acquisition-related bonus in 2024 ($2.0 million) and lower severance costs in 2025 ($1.7 million), partially offset by the effect of increased headcount.

Equity-based compensation was $1.6 million lower in 2025 due to awards that fully vested in 2024.

Incentive fee and carried interest compensation allocation— The reversal in compensation expense for both periods is consistent with the reversal in carried interest, as discussed above.

In 2024, management allocation of carried interest for DBP II is reflected mostly as compensation expense.

In comparison, DBP I's management allocation in 2025 is split between compensation expense and net income attributable to noncontrolling interests.

Administrative and Other Expenses

Administrative and other expenses increased $9.5 million in the quarter-to-date comparison and $18.3 million in the year-to-date comparison.

In both periods under comparison, the increase can be attributed largely to higher third party professional service costs and also, reimbursable costs from our funds ($5.9 million and $11.3 million, respectively) that are grossed up in other income and administrative expense.

Administrative and other expenses decreased $8.4 million to $15.9 million, driven primarily by insurance recoveries in 2025 related to litigation costs incurred in prior periods ($10.6 million) and lower placement fees ($3.0 million), partially offset by loss accrual in 2025 related to an employment arbitration ($5.3 million), as well as fund formation and offering costs in 2025 ($2.1 million).

Interest Expense

Interest expense decreased $1.4 million in the quarter-to-date comparison and $6.9 million in the year-to-date comparison as a result of the Company's full exchange or redemption of its remaining 5.75% exchangeable senior notes in 2024 (decreased $1.3 million and $3.4 million, respectively).

Additionally, interest expense decreased in the year-to-date comparison due to the full repayment of the $200 million 5.00% convertible notes upon maturity in April 2023 ($3.1 million).

Interest expense decreased $1.3 million to $3.9 million as a result of the full exchange/redemption of the remaining 5.75% exchangeable senior notes in April 2024.

Transaction-Related Costs

Transaction-related costs increased $0.9 million in the quarter-to-date comparison due to higher unconsummated deal costs, and decreased $7.3 million in the year-to-date comparison as 2023 included higher costs related to the InfraBridge acquisition.

Transaction-related costs increased $3.7 million to $4.4 million due to higher deal activity.

Depreciation and Amortization

Depreciation and amortization expense decreased $1.1 million in the quarter-to-date comparison and $2.1 million in the year-to-date comparison, primarily due to management contract intangible assets which have a declining amortization rate over time based upon projected cash flows to be generated from these contracts.

Depreciation and amortization expense decreased $1.9 million due to management contract intangible assets which have a declining amortization rate over time based upon projected cash flows to be generated from these contracts.

Other Gain (Loss), Net

Other gain of $47.9 million and $50.8 million was recognized in the three and nine months ended September 30, 2024, respectively, and $256.4 million and $100.0 million was recognized in the three and nine months ended September 30, 2023, respectively.

The net gain in the three and nine months ended September 30, 2024 was primarily driven by (i) net fair value increase in investments held by consolidated funds ($44.4 million and $46.0 million, respectively), (ii) net gain from partial sale and price changes on our non-core marketable equity securities ($6.5 million and $9.3 million, respectively), and (iii) fair value decrease of warrant liability ($1.2 million and $4.2 million, respectively), all of which were partially offset by impairment of warehoused investments ($8.9 million and $12.5 million, respectively).

The net gain in the three and nine months ended September 30, 2023 is mainly attributed to a $278.7 million gain recognized in connection with the deconsolidation of DataBank in September 2023 (of which $3.7 million was realized and $275.0 million unrealized), which was largely offset in the year-to-date period by a $133.3 million write-off of an unsecured promissory note from the 2022 sale of our Wellness Infrastructure business.

Both periods in 2023 also included losses related to fair value increase of warrant liability ($12.4 million and $23.7 million, respectively), and net decreases in investment values, including those held by our consolidated funds ($8.0 million and $16.1 million, respectively).

Income Tax Benefit (Expense)

Income tax expense was $0.9 million and $0.1 million in the three months ended September 30, 2024 and 2023, respectively, and $2.1 million and $3.9 million in the nine months ended September 30, 2024 and 2023.

This reflects the income tax expense of foreign subsidiaries, partially offset in year-to-date 2024 by various U.S.

state tax refunds.

The Company otherwise has operating losses and capital loss carryforwards that can be applied against current income tax expense for its domestic entities, and has established a full valuation allowance on the deferred tax assets of these entities, resulting in no net federal income tax effect for its domestic entities.

Income (Loss) from Discontinued Operations

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

(In thousands) 2024 2023 Change 2024 2023 Change

Revenues $ 2,269 $ 216,147 $ (213,878) $ 6,025 $ 686,708 $ (680,683)

Expenses (2,204) (295,540) 293,336 (7,924) (960,174) 952,250

Other gain (loss) 1,356 (1,696) 3,052 (11,601) (13,269) 1,668

Income (Loss) from discontinued operations before income taxes 1,421 (81,089) 82,510 (13,500) (286,735) 273,235

Other loss was $0.5 million in 2025 and $5.9 million in 2024.

The net loss in 2025 was driven by net fair value loss in equity investments, primarily marketable equity securities of our consolidated funds ($4.5 million), largely offset by fair value decrease in the InfraBridge contingent consideration liability ($3.9 million).

The net loss in 2024 was driven by fair value increase in the DBRG stock warrant liability ($5.4 million) and write-down in value of an equity investment ($3.3 million), partially offset by net fair value gain on marketable equity securities of our consolidated liquid funds( $2.0 million).

Income Tax Benefit (Expense)

Income tax expense was $0.3 million in 2025 and $1.2 million in 2024.

The Company has operating losses and capital loss carryforwards that can be applied against current income tax expense for its domestic entities, and has established a full valuation allowance on the deferred tax assets of these entities, resulting in immaterial income tax effect for its domestic entities.

Income (Loss) from Discontinued Operations

Income (Loss) from discontinued operations attributable to noncontrolling interests:

Investment entities — (68,798) 68,798 — (236,287) 236,287

Operating Company 94 (849) 943 (944) (3,654) 2,710

Income (Loss) from discontinued operations attributable to DigitalBridge Group, Inc.

$ 1,345 $ (11,204) 12,549 $ (12,459) $ (46,988) 34,529

Loss from discontinued operations for the nine months ended September 30, 2024 included primarily a loss on a guarantee related to the previous bulk sale of the Company's real estate investments.

The loss in 2023 represents primarily the operations of the former Operating segment and $9.7 million impairment of BRSP shares prior to disposition in March 2023, as discussed in Note 2 to the consolidated financial statements.

Loss from discontinued operations of $4.2 million in 2025 and $14.1 million in 2024 were driven by a merger related real estate transfer tax liability, and loss on a guarantee related to the previous bulk sale of the Company's real estate investments, respectively.

Operating Metrics

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FEEUM represents the total capital managed by the Company and its affiliates which earns management fees and/or incentive fees or carried interest.

FEEUM is generally based upon committed capital, invested capital, NAV or GAV, pursuant to the terms of each underlying investment management agreement.

FEEUM is generally based upon committed capital, invested capital, NAV or gross asset value ("GAV"), pursuant to the terms of each underlying investment management agreement.

Presented below are total AUM and FEEUM by product:

(In billions) September 30, 2024 December 31, 2023

(In billions) March 31, 2025 December 31, 2024

Assets Under Management

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The following table summarizes changes in FEEUM:

Nine Months Ended September 30, 2024

Three Months Ended March 31, 2025

(In billions)

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Market activity and other (3)

Balance at September 30

Balance at March 31

(1) Inflows include closing on new capital raised where fees are earned on committed capital, deployment of capital where fees are earned on invested capital, new subscriptions where fees are based on NAV, other changes in invested capital such as the effect of recapitalization and syndication, and FEEUM from acquired investment vehicles.

(2) Outflows include redemptions and withdrawals in Liquid Strategies, realizations where fees are based on invested capital, other changes in invested capital such as the effect of recapitalization and syndication, change in fee basis from committed to invested capital and expiration of fee paying capital.

(3) Market activity and other include changes in investment value based on NAV or GAV, and the effect of foreign exchange rates.

Amount was less than $100 million in 2024.

FEEUM increased $1.3 billion in 2024 to $34.1 billion at September 30, 2024, driven by capital raise for our third flagship fund and deployments in other DBP funds, partially offset by the effects of various recapitalization and syndication of investments.

FEEUM increased $1.8 billion or 5% to $37.3 billion at March 31, 2025, driven by capital raise for our third flagship fund, and capital deployments.

Non-GAAP Supplemental Financial Measures

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FRE and DE are common metrics utilized in the investment management sector.

We present FRE and DE at the Operating Company level, which is net of amounts attributed to noncontrolling interests, composed largely of the limited partners' share of our consolidated funds and Wafra's share of earnings attributed to our general partner interest in certain funds.

Beginning in 2024, FRE is reported on a Company-wide basis, consistent with the entirety of the Company's business representing a single reportable segment (as discussed in Note 16 to the consolidated financial statements).

Prior to 2024, the Company had reported Investment Management FRE, which was an FRE measure specific to its previously reported Investment Management segment.

The Investment Management segment previously bore only operating costs that were directly attributable or otherwise can be subjected to a reasonable and systematic attribution to the Investment Management segment.

Company-wide FRE includes all operating costs of the Company as a whole that fall within the definition of FRE.

Additionally, Adjusted Earnings before Interest, Taxes, Depreciation and Amortization (“Adjusted EBITDA”) is no longer reported as a non-GAAP financial measure in 2024 following the discontinuance of the Operating segment effective December 31, 2023.

Adjusted EBITDA was previously reported to facilitate an evaluation of the relative contribution of the Company's former Operating segment absent the effect of leverage as the Operating segment had higher leverage relative to the Company's own capital structure.

We present FRE and DE at the Operating Company level, that is, net of amounts attributed to noncontrolling interests, which include (i) carried interest allocation and equity interests held by current and former employees in general partner entities of the Company's sponsored funds;

(ii) participation rights held by a third party investor to a share of carried interest and economics in a sponsored fund;

and (iii) limited partners of consolidated funds.

We believe the non-GAAP financial measures of FRE and DE supplement and enhance the overall understanding of our underlying financial performance and trends, and facilitate comparison among current, past and future periods and to other companies in similar lines of business.

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For the same reasons, we believe FRE and DE are useful financial measures to the Company’s investors and analysts.

As we evaluate profitability based upon continuing operations, these non-GAAP measures exclude results from discontinued operations.

DE presented for the 2023 comparative period has been recast to exclude the Operating segment which qualified as discontinued operations on December 31, 2023.

These non-GAAP financial measures should be considered as a supplement to and not an alternative or in lieu of GAAP net income (loss) as measures of operating performance, or to cash flows from operating activities as indicators of liquidity.

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Fee-Related Earnings

FRE is used to assess the extent to which direct base compensation and core operating expenses are covered by recurring fee revenues in a stabilized investment management business.

FRE is used to assess the extent to which direct base compensation and core operating expenses are covered by recurring fee revenues in our investment management business.

FRE represents recurring fee revenue, including incentive fees that are not subject to realization events related to underlying fund investments, net of compensation and administrative expenses.

Such expenses generally exclude non-cash equity-based compensation, carried interest compensation, and placement fee expense.

Also, consistent with DE, FRE excludes non-core items, and presents costs reimbursable by our managed funds on a net basis (as opposed to a gross-up of other income and administrative costs).

Where applicable, FRE is adjusted for Start-Up FRE as defined below.

Fee revenues earned from consolidated funds and other investment vehicles are eliminated in consolidation.

However, because the fees are funded by and earned from third party investors in these consolidated vehicles who represent noncontrolling interests, our allocated share of net income from the consolidated funds and other vehicles is increased by the amount of fees that are eliminated.

Also, consistent with DE, FRE excludes non-core items, and presents costs reimbursable by our managed funds on a net basis (as opposed to a gross-up of other income and administrative expenses).

Fee revenues earned from consolidated funds are eliminated in consolidation.

However, because the fees are funded by and earned from third party investors in these consolidated funds who represent noncontrolling interests, our allocated share of net income from the consolidated funds is increased by the amount of fees that are eliminated.

The elimination of these fees, therefore, does not affect net income (loss) attributable to DBRG.

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Other items excluded from FRE include realized principal investment income (loss);

and interest, dividend and other income, all of which are not core to the investment management service business.

Unlike DE, which is a post-tax measure, FRE does not incorporate the effect of income taxes as it is a pre-tax measure.

To reflect a stabilized investment management business, FRE is further adjusted to exclude Start-Up FRE, where applicable.

Start-Up FRE is FRE associated with new investment strategies that have 1) not yet held a first close raising FEEUM;

or 2) not yet achieved break-even FRE only for investment products that may be terminated solely at the Company’s discretion.

The Company regularly evaluates new investment strategies and exclude Start-Up FRE until such time a new strategy is determined to form part of the Company’s core investment management business.

We believe that FRE is a useful measure to investors as it reflects the Company’s profitability based upon recurring fee streams that are not subject to realization events related to underlying fund investments, and without the effects of income taxes, leverage, non-cash expenses, income (loss) items that are unrealized and other items that may not be indicative of core operating results in an investment management service business.

and interest, dividend and other income, all of which are not core to the investment management fee service business.

Unlike DE, which is a post-tax measure, FRE is a pre-tax measure and does not incorporate the effect of income taxes.

This allows for better comparability of the Company's profitability on a recurring and sustainable basis and relative to its peers.

Distributable Earnings

DE generally represents the net realized earnings of the Company and is an indicative measure used by the Company to assess ongoing operating performance and in making decisions related to distributions and reinvestments.

DE generally represents net realized earnings of the Company and is an indicative measure used by the Company to assess ongoing operating performance and in making decisions related to distributions and reinvestments.

Accordingly, we believe DE provides investors and analysts transparency into the measure of performance used by the Company in its decision making.

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Realized earnings included in DE are generally comprised of fee revenue, including all incentive fees, realized principal investment income (loss), distributed carried interest, interest and dividend income.

Income (loss) on principal investments is realized when the Company redeems all or a portion of its investment or when the Company receives or is due income such as dividends, interest or distributions of income.

The following items are excluded from DE:

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and preferred stock redemption gain (loss).

Transaction-related costs are incurred in connection with acquisitions, including legal costs post-acquisition, and costs of unconsummated transactions.

Non-core items primarily include acquisition-related compensation and certain severance costs, as well as litigation and settlement-related matters, which are presented within compensation expense—cash and equity-based, administrative and other expenses, and other gain (loss), net on GAAP income statement.

Transaction-related costs are incurred in connection with acquisitions and costs of unconsummated transactions.

These costs, along with certain other gain (loss) amounts, are excluded from DE as they are related to discrete items, are not considered part of our ongoing operating cost structure, and are not reflective of our core operating performance.

Other items excluded from DE are generally non-cash in nature, including income (loss) items that are unrealized, or otherwise do not represent current or future cash obligations such as amortization of deferred financing costs and straight-line lease adjustment.

These items are excluded from DE as they do not contribute to the measurement of DE as a net realized earnings measure that is used in decision making related to distributions and reinvestments.

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Results of our non-GAAP measures attributable to the Operating Company were determined as follows:

Three Months Ended September 30,

Three Months Ended March 31,

(In thousands) 2025 2024 Change

Fee revenue (1)

$ 90,229 $ 72,791 $ 17,438

Cash compensation (1)

(38,096) (36,893) (1,203)

Administrative and other expenses (1)

Start-Up FRE — 1,155 (1,155)

(17,183) (16,335) (848)

Fee-Related Earnings—attributable to Operating Company

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Realized principal investment income 34,907 2,301 32,606

2,129 1,994 135

Distributed carried interest and incentive fees subject to realization events, net of associated expense allocation 864 99 765

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Interest expense and preferred dividends (18,010) (19,162) 1,152

Placement fee and other expenses (1,247) (1,668) 421

Placement fees and other expenses (647) (3,698) 3,051

Income tax benefit (expense) (301) (1,246) 945

Start-up FRE — (1,155) 1,155

Distributable Earnings, after tax—attributable to Operating Company

$ 54,704 $ 2,232 52,472

(1) For purposes of DE, 2023 included distributions from a portfolio company in the former Operating segment.

(1) These amounts are determined based upon the definition of FRE as described above and therefore, differ from those presented on the consolidated statements of operations.

Fee-Related Earnings

FRE increased $7.8 million, or 42%, to $26.2 million, resulting from continued growth in our investment management business as FEEUM increased 14% from $29.9 billion at September 30, 2023 to $34.1 billion at September 30, 2024.

This reflects primarily fee revenue from new capital raised for our third flagship fund, partially offset by decreases in fees in other funds due to change in fee basis, syndications and recapitalizations.

Additionally, higher administrative costs were incurred in 2024 in supporting our growing investment management business.

FRE was $15.4 million or 79% higher at $35.0 million in the first quarter of 2025 compared to $19.6 million in the same period in 2024.

FRE margin in the first quarter of 2025 improved to 39% from 27% a year ago.

Fee revenue increased $17.4 million or 24%, partially offset by higher operating cost.

The increase in fee revenue is attributable to capital raised for our third flagship fund, which contributed an additional $20.6 million of fees, including $10.7 million of catch-up fees.

This was partially offset by a fee decrease for an InfraBridge fund following a change in fee basis from committed to invested capital effective December 2024.

Operating cost was $2.1 million higher, driven largely by fund formation and offering costs as well as the effects of higher headcount.

Distributable Earnings

DE in the third quarter of 2023 of $32.6 million had benefited from $27.9 million of realized carried interest from the recapitalization of DataBank.

As a result, notwithstanding a $7.8 million increase in FRE, DE decreased $21.9 million to $10.7 million in the third quarter of 2024.

DE was $54.7 million in the first quarter of 2025 compared to $2.2 million in the same period in 2024.

The significant increase can be attributed to $15.4 million of additional FRE and $35 million of realized principal investment income and our share of carried interest received from our participation in a secondary sale of equity by our DataBank portfolio company.

DE also benefited from $3.1 million of lower placement fees.

Distributable Earnings and Fee-Related Earnings Reconciliation

Three Months Ended September 30,

Three Months Ended March 31,

(In thousands) 2025 2024

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Other (gain) loss, net (2)

(47,906) (256,439)

Unrealized principal investment income (3)

Unrealized carried interest, net of associated expense (allocation) reversal (4)

7,658 (24,874)

Equity-based compensation 7,711 9,214

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Amortization of deferred financing costs, debt premiums and discounts 524 664

Preferred stock redemption (gain) loss — —

Adjustments attributable to noncontrolling interests in investment entities (5)

OP share of (income) loss from discontinued operations (6)

(1,439) 14,051

Distributable Earnings, after tax—attributable to Operating Company

10,732 32,618

Realized principal investment income (34,907) (2,301)

(2,129) (1,994)

Distributed carried interest and incentive fees subject to realization events, net of associated expense allocation (4)

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Income tax (benefit) expense 301 1,246

Start-up FRE — 1,155

Fee-Related Earnings—attributable to Operating Company

$ 34,950 $ 19,563

(1) Non-core items primarily include acquisition-related compensation and certain severance costs, as well as litigation and settlement-related matters, which are presented within compensation expense—cash and equity-based, administrative and other expenses, and other gain (loss), net on GAAP income statement.

(2) Comprises (i) all unrealized gains and losses;

and (ii) realized gains and losses recorded by consolidated funds or associated with non-core investments.

(3) Unrealized principal investment income is presented net of a third party participation interest.

(4) Carried interest and incentive fees are presented net of expense allocation or reversal.

The expense component is included within compensation expense — incentive fees and carried interest allocation (reversal), other gain (loss), and net income (loss) attributable to noncontrolling interests in investment entities on the GAAP income statement.

(4) Adjustments attributable to noncontrolling interests in investment entities pertain to other gain/loss attributed to limited partners of consolidated funds, and a third party investor's share of principal investment income attributed to our general partner interest in certain sponsored funds.

Allocation of unrealized carried interest to management and a third party investor is netted against "unrealized carried interest, net of expense (allocation) reversal" for all periods presented (recasted for periods prior to the second quarter of 2024 when it was previously presented gross in "adjustments attributable to noncontrolling interests in investment entities").

(5) OP share of discontinued operations represents primarily operating results of portfolio companies consolidated in the former Operating segment prior to 2024, net of associated noncontrolling interests in investment entities.

(6) For purposes of DE, 2023 included distributions from a portfolio company in the former Operating segment.

(5) Adjustments attributable to noncontrolling interests in investment entities pertain to other gain (loss) attributed to limited partners of consolidated funds.

Allocation of:

(i) unrealized carried interest to management and a third party participation interest;

and (ii) unrealized principal investment income to a third party participation interest, are netted against "unrealized carried interest, net of expense (allocation) reversal" and "unrealized principal investment income", respectively, for all periods presented (previously presented gross in "adjustments attributable to noncontrolling interests in investment entities" and recasted for periods prior to the second quarter of 2024 and first quarter of 2025, respectively).

(6) OP share of discontinued operations represents residual activities from the Company's former real estate business that had been disposed.

Liquidity and Capital Resources

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Our primary liquidity needs, both short term and long term, are to fund:

• our operations, including compensation, administrative and overhead costs;

• our operations, including compensation and administrative costs;

• our general partner and general partner affiliate commitments to our investment vehicles;

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• acquisitions of target investment management businesses;

• warehouse investments pending the raising of third party capital for future investment vehicles;

• obligation for lease payments on our corporate offices.

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• proceeds from public or private equity and debt offerings.

At September 30, 2024, our liquidity position was approximately $427 million, composed of available corporate cash and including the full $300 million under our VFN.

Available corporate cash generally represents cash at our OP entity after allocating cash for certain compensatory liabilities, and excludes cash held at subsidiaries of the OP, including cash maintained to satisfy regulatory capital requirements in applicable foreign jurisdictions.

At March 31, 2025, we have $201 million of available corporate cash.

This generally represents cash at our OP entity after allocating cash for certain compensatory liabilities, and excludes cash held at subsidiaries of the OP, including cash maintained to satisfy regulatory capital requirements in applicable foreign jurisdictions.

We also have the full $300 million available under our VFN facility.

We believe we have sufficient cash on hand, and anticipated cash generated from operating activities and availability of external financing sources, to meet our short term and long term liquidity and capital requirements.

While we have sufficient liquidity to meet our operational needs, we continuously evaluate alternatives to manage our capital structure and market opportunities to strengthen our liquidity and to provide further operational and strategic flexibility.

While we have sufficient liquidity to meet our operational needs, we continuously evaluate alternatives to efficiently manage our capital structure and market opportunities to strengthen our liquidity and to provide further operational and strategic flexibility.

Significant Liquidity and Capital Activities in 2025

• We continued to reduce higher cost corporate indebtedness through the full exchange or redemption of the remaining $78.4 million of 5.75% senior notes, which results in annual interest savings of approximately $4.5 million.

• We settled the remaining $35 million contingent consideration payable to Wafra i n connection with the 2022 redemption of their investment in the Company's investment management business, 50% each in shares of the Company's Class A common stock and in cash.

• We monetized marketable equity securities that form non-core investments for total net proceeds of $35.0 million.

• As the subordinated note holder of a third party managed CLO, we received $10.4 million of excess net proceeds from a refinancing of the CLO in October 2024, which we applied as a return of capital.

Liquidity Needs and Capital Activities

Common Stock —The payment of common stock dividends and determination of the amount thereof is at the discretion of our Board of Directors.

In April 2025, our Board of Directors declared a dividend of $0.01 per share of common stock to be paid in July 2025.

Preferred Stock— We have outstanding preferred stock totaling $822 million, bearing a weighted average dividend rate of 7.135% per annum, with aggregate dividend payments of $14.7 million per quarter.

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Debt Obligations

As of the date of this filing, our corporate debt is composed of our securitized financing facility, as summarized below.

As of the date of this filing, our corporate debt is composed of our Class A-2 Notes, as summarized below, with our VFN undrawn.

($ in thousands) Outstanding Principal Interest Rate

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Investment Commitments

Fund Commitments —As general partner, we typically have minimum capital commitments to our sponsored funds.

With respect to our flagship value-add DBP fund series, and InfraBridge funds, we have made additional capital commitments as a general partner affiliate alongside our limited partner investors.

Fund Commitments —As general partner, we typically have minimum capital commitments to our sponsored funds ranging from 0.02% to 0.72% of the total capital commitments of a fund at final closing, although we may elect to invest additional amounts in new products.

With respect to our flagship value-add DBP fund series, and InfraBridge funds, we have made additional capital commitments as a general partner affiliate, generally ranging from 1.43% to 4.29%, alongside our investors.

Our fund capital investments further align our interests to our investors.

As of September 30, 2024, we have unfunded equity commitments to our unconsolidated funds as general partner and general partner affiliate of $262.5 million (including commitments attributed to the ownership by employees and former employees in the general partner entities).

As of March 31, 2025, we have unfunded equity commitments to our unconsolidated funds as general partner and general partner affiliate of $231 million (including commitments attributed to the ownership by employees and former employees in our general partner entities).

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.

Contingent Consideration

InfraBridge Acquisition —In connection with the InfraBridge acquisition in February 2023, contingent consideration of up to AUD 180 million may become payable based upon achievement of future fundraising targets for the third and fourth flagship InfraBridge funds.

The current estimated fair value of the contingent consideration is $9.1 million.

Warehoused Investments

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Nevertheless, investment warehousing is undertaken only if it is determined that we will have sufficient liquidity through the anticipated warehousing period.

At September 30, 2024, warehoused investments have an aggregate carrying value of $22 million.

Contingent Consideration

InfraBridge Acquisition —In connection with the InfraBridge acquisition in February 2023, contingent consideration of up to AUD 180 million may become payable based upon achievement of prescribed fundraising targets for follow-on InfraBridge flagship funds and co-investments.

The current estimated fair value of the contingent consideration is $2 million.

Carried Interest Clawback

Depending on the final realized value of all investments at the end of the life of a fund (and, with respect to certain funds, periodically during the life of the fund), if it is determined that cumulative carried interest distributions have exceeded the final carried interest amount earned (or amount earned as of the calculation date), we are obligated to return the excess carried interest received.

Depending upon the final realized value of all investments at the end of the life of a fund (and, with respect to certain funds, periodically during the life of the fund), if it is determined that cumulative carried interest distributions have exceeded the final carried interest amount earned (or amount earned as of the calculation date), we are obligated to return the excess carried interest received.

Therefore, carried interest distributions may be subject to clawback if a decline in investment values results in the cumulative performance of the fund falling below minimum return hurdles in the interim period.

If it is determined that the Company has a clawback obligation, a liability would be established based upon a hypothetical liquidation of the net assets of the fund at reporting date.

If it is determined that the Company has a clawback obligation, a liability would be established based upon a hypothetical liquidation of the net assets of the fund at the reporting date.

The actual determination and required payment of any clawback obligation would generally occur after final disposition of the investments of the fund or otherwise as set forth in the governing documents of the fund.

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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.

At September 30, 2024, the Company had no liability for clawback obligations on distributed carried interest.

At March 31, 2025, the Company had no liability for clawback obligations on distributed carried interest.

Lease Obligations

At September 30, 2024, we had $45 million of operating lease obligations on our corporate offices, which will be funded through corporate operating cash.

The lease obligation amount represents fixed lease payments, excluding any contingent or other variable lease payments, and factor in lease renewal or termination options only if it is reasonably certain that such options would be exercised.

At March 31, 2025, we had operating lease obligations of $43 million for in-place leases on currently occupied corporate offices and commitments on a future office lease of $52 million that is expected to commence in 2026 with a 10 year lease term.

We sub-leased a portion of certain existing office space over the remaining term of the respective leases and expect to receive fixed sub-lease payments totaling $3 million over the remaining life of the sub-lease contracts.

With respect to the new lease commencing in 2026, the Company will be provided with a credit to cover fixed lease payments of $71,000 per month on an existing lease that expires in September 2026 during the period the two leases overlap, and also expects to sub-lease a portion of this new office space in 2026, which will reduce its future lease obligation.

The Company's lease obligations will be funded through corporate operating cash.

Lease obligation amounts represent undiscounted fixed lease payments over contractual lease terms of up to 10 years, excluding any contingent or other variable lease payments, and factor in lease renewal or termination options only if it is reasonably certain that such options would be exercised.

Sources of Liquidity

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The amount and timing of carried interest distributions received may vary substantially from period to period depending upon the occurrence and size of investments realized by our sponsored funds.

Investments— Our investments, primarily in our sponsored funds as general partner affiliate, generate cash largely through capital appreciation upon liquidation, and interest income from our credit fund.

Asset Monetization

We intend to monetize and recycle capital from our non-core investments through opportunistic asset sales.

Following monetization of a substantial portion of our holdings in the third quarter of 2024, remaining marketable equity securities available for future monetization totaled $6.4 million at September 30, 2024.

Investments— Our investments in our sponsored funds as general partner and general partner affiliate generate cash largely through capital appreciation of our underlying fund investments that are realized upon a recapitalization, syndication or liquidation event, distributions from portfolio companies of our funds and interest income from our credit fund.

Public Offerings

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The following table summarizes the activities from our consolidated statements of cash flows, including discontinued operations.

Nine Months Ended September 30,

Three Months Ended March 31,

(In thousands) 2025 2024

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Operating Activities

Cash inflows from operating activities are generated primarily through fee-related earnings, distributions of our share of net carried interest, distribution of earnings from our general partner affiliate interests in our sponsored funds, and prior to deconsolidation of the portfolio companies in the former Operating segment during 2023, net operating income from investment properties.

Our operating activities generated net cash inflows of $31.4 million and $192.1 million in 2024 and 2023, respectively.

2023 cash inflows were driven largely by the operating activities of portfolio companies in the former Operating segment.

Cash inflows from operating activities are generated primarily through fee-related earnings, distributions of our share of net carried interest, and distribution of earnings from our general partner affiliate interests in our sponsored funds.

Our operating activities generated net cash inflows of $50.3 million in 2025 and outflows of $27.0 million in 2024.

Cash inflows in 2025 included $34.0 million in distribution of earnings from the secondary sale of equity in our DataBank portfolio company,

Investing Activities

Investing activities relate to general partner and general partner affiliate investments in sponsored funds, including drawdown of commitments and return of capital from realized fund investments.

business combinations;

and prior to deconsolidation of portfolio companies in the Operating segment in 2023, acquisition of real estate.

Our investing activities generated net cash outflows of $6.8 million in 2024 and $768.1 million in 2023.

• Net cash outflows in 2024 were driven by $76.8 million of fundings for our general partner and general partner affiliate commitments in our sponsored funds, net of return of capital, largely offset by $35.0 million of net proceeds from sale of our non-core investments and $38.0 million of net inflows from the investing activities of our consolidated liquid funds which hold marketable equity securities.

• The large net cash outflows in 2023 can be attributed to (i) real estate investing activities which generated net cash outflows of $613.1 million, attributable to capital expenditures in the data center portfolio of our former Operating segment;

(ii) derecognition of $102.4 million of cash and restricted cash following the deconsolidation of a portfolio company in our former Operating segment, and (iii) $314.3 million paid, net of cash assumed, for the acquisition of InfraBridge.

These outflows were partially offset by net cash inflows of $232.3 million from equity investments, largely representing $201.6 million proceeds from the sale of BRSP shares, return of capital from a non-digital equity investment following a final sale of its underlying assets, and investing activities of our consolidated liquid funds which hold marketable equity securities, partially offset by funding of our general partner and general partner affiliate commitments, net of return of capital.

Our investing activities generated net cash inflows of $17.5 million in 2025 and outflows of $22.0 million in 2024.

• In 2025, we had received return of capital of $24.8 million from the secondary sale of equity in our DataBank portfolio company.

Otherwise we funded $7.0 million, net of distributions, for our general partner and general partner affiliate commitments in our sponsored funds, while the investing activities of our consolidated liquid funds which hold marketable equity securities resulted in a net cash outflow of $0.7 million.

• Net cash outflows in 2024 were driven by $26.5 million of fundings, net of distributions, for our general partner and general partner affiliate commitments in our sponsored funds, partially offset by $5.7 million of net proceeds from investing activities of our consolidated liquid funds which hold marketable equity securities.

Financing Activities

We may draw upon our securitized financing facility to finance our operating activities, and have the ability to raise capital in the public markets through issuances of preferred stock, common stock and private placement notes.

We incur cash outlays primarily for payments on our corporate debt, and dividends to our preferred stockholders and common stockholders.

Prior to deconsolidation in 2023, portfolio companies in the former Operating segment financed their activities largely through investment-level secured debt and incurred cash outlays for debt servicing and distributions to their third party investors who represented noncontrolling interests.

Financing activities generated net cash outflows in 2024 and inflows in 2023.

• In 2024, net cash outflows of $77.8 million were driven by preferred dividend payments of $44.0 million, cash settlement of contingent consideration to Wafra of $17.5 million, and limited partner redemptions in our consolidated liquid funds, partially offset by syndication of our interest in a consolidated fund and funding by Wafra for its share of our general partner commitment in DBP I.

• Net cash inflows of $78.6 million in 2023 represent primarily $489.9 million of additional investment-level debt in the former Operating segment, largely offset by the full repayment of our $200 million 5.00% convertible senior notes, $90 million contingent consideration payment to Wafra, $73.5 million redemption by a limited partner in a consolidated liquid fund, and income distribution to noncontrolling interests in our former Operating segment.

Financing activities generated net cash outflows in 2025 and 2024.

• In 2025, net cash outflows of $21.9 million were driven by common and preferred dividend payments of $16.4 million, and a third party participation interest in net distributions from DBP I.

• Net cash outflows of $48.5 million in 2024 represent cash settlement of contingent consideration to Wafra of 17.5 million, $14.0 million of investor capital redeemed in our consolidated liquid funds, net of contributions, and $16.3 million of common and preferred dividend payments.

This was partially offset by a $6.1 million syndication of our interest in a consolidated fund, and a share of our commitments in DBP I funded by a third party participation interest.

Guarantees and Off-Balance Sheet Arrangements

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Our critical accounting policies and estimates are integral to understanding and evaluating our reported financial results as they require subjective or complex management judgments, resulting from the need to make estimates about the effect of matters that are inherently uncertain and unpredictable.

There have been no changes to our critical accounting policies or those of our unconsolidated joint ventures since the filing of our Annual Report on Form 10-K for the year ended December 31, 2023.

There have been no changes to our critical accounting policies since the filing of our Annual Report on Form 10-K for the year ended December 31, 2024.

With respect to all critical estimates, we have established policies and control procedures which seek to ensure that estimates and assumptions are appropriately governed and applied consistently from period to period.

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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 2. Management’s Discussion and Analysis