SEC Comment Letter for KKR & Co. (KKR) — Sep 14, 2016
KKR & Co. Inc.
Date: Sept. 14, 2016 · CIK: 0001404912 · Accession: 0000000000-16-092804
AI Filing Summary & Sentiment
Letter
September 14, 2016 Via Email William J. Janetschek Chief Financial Officer KKR & Co. L.P. 9 West 57th Street, Suite 4200 New York, NY 10019
Re: KKR & Co. L.P. Form 10 -K for the Fisc al Year Ended December 31, 2015 Filed February 26, 2016 Form 10 -Q for the Quarterly Period Ended June 30, 2016 Filed August 4, 2016 File No. 001 -34820
Dear Mr. Janetschek :
We have reviewed your filing an d have the following comments. In some of our comments, we may ask you to provide us with information so we may better understand your disclosure.
Please respond to these comments within ten busine ss days by providing the requested information or advis e us as soon as possible when you will res pond. If you do not believe our comments apply to your facts and circumstances , please tell us why in your response.
After reviewing your response to these comments, we may have additional comments.
Form 10 -K for the Fiscal Year Ended Dec ember 31, 2015
Item 8. Financial Statements and Supplementary Data, page 166
Note 13 - Segment Reporting, page 219
Inclusion of a Fourth Segment, page 220
1. We note your inclusion of a new fourth segment called Principal Activities, which includes all i ncome (loss) on investments previously reported in the Private Markets, Public Markets or Capital Markets segments. We also note from your disclosure on pa ge 231 that you allocated goodwill entirely to the Public Markets segment. Given the change to your segment reporting structure, please tell us how you considered ASC 350 -
William J. Janetschek KKR & Co. L.P. September 14, 2016 Page 2
20-35-45 in determining whether a reallocation of goodwill using a relative fair value approach was required.
Form 10 -Q for the Quarterly Period Ended June 30, 2016
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations, page 64
Three Months Ended June 30, 2016 Compared to Three Months Ended June 30, 2015, page 81
Fees and Other, page 82
2. We note your discussion of the changes in tot al fees here and on page 85 regarding the six months ended June 30, 2016 to six months ended June 30, 2015. Expand your disclosure in future filings to discuss each of the components of your fees and other revenue (e.g. Management, Monitoring and Transact ion Fees, Net) . Consider providing a table to facilitate this presentation (similar to that presented on page 25) along with a more granular discussion explaining the respective period -over-period changes. Please also expand your disclosure in your segme nt MD&A, as necessary.
Expenses, page 82
3. Expand your disclosure in future filings to discuss each of the components of your expenses (e.g. Compensation and Benefits, Occupancy and related charges, and Other operating expenses) and provide a more granular discussion explaining the respective period -over-period changes. Please also expand your disclosure in your segment MD&A, as necessary.
We urge all persons who are responsible for the accuracy and adequacy of the disclosure in the filing to be certain that the filing includes the information the Securities Exchange Act of 1934 and all applicable Exchange Act rules require. Since the company and its management are in possession of all facts relating to a company’s disclosure, t hey are responsible for the accuracy and adequacy of the disclosures they have made.
In responding to our comments, please provide a written statement from the company acknowledging that:
the company is responsible for the adequacy and accuracy of the disclosure in the filing;
staff comments or changes to disclosure in response to staff comments do not foreclose the Commission from taking any action with respect to the filing; and
the company may not assert staff comments as a defense in any proceedi ng initiated by the Commission or any person under the federal securities laws of the United States.
William J. Janetschek KKR & Co. L.P. September 14, 2016 Page 3
You may contact Robert Klein , Staff Accountant at (202) 551-3847 or me at (202) 551- 3872 if you have questions.
Sincerely,
/s/ Hugh West
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September 14, 2016 Via Email William J. Janetschek Chief Financial Officer KKR & Co. L.P. 9 West 57th Street, Suite 4200 New York, NY 10019 Re: KKR & Co. L.P. Form 10 -K for the Fisc al Year Ended December 31, 2015 Filed February 26, 2016 Form 10 -Q for the Quarterly Period Ended June 30, 2016 Filed August 4, 2016 File No. 001 -34820 Dear Mr. Janetschek : We have reviewed your filing an d have the following comments. In some of our comments, we may ask you to provide us with information so we may better understand your disclosure. Please respond to these comments within ten busine ss days by providing the requested information or advis e us as soon as possible when you will res pond. If you do not believe our comments apply to your facts and circumstances , please tell us why in your response. After reviewing your response to these comments, we may have additional comments. Form 10 -K for the Fiscal Year Ended Dec ember 31, 2015 Item 8. Financial Statements and Supplementary Data, page 166 Note 13 - Segment Reporting, page 219 Inclusion of a Fourth Segment, page 220 1. We note your inclusion of a new fourth segment called Principal Activities, which includes all i ncome (loss) on investments previously reported in the Private Markets, Public Markets or Capital Markets segments. We also note from your disclosure on pa ge 231 that you allocated goodwill entirely to the Public Markets segment. Given the change to your segment reporting structure, please tell us how you considered ASC 350 - William J. Janetschek KKR & Co. L.P. September 14, 2016 Page 2 20-35-45 in determining whether a reallocation of goodwill using a relative fair value approach was required. Form 10 -Q for the Quarterly Period Ended June 30, 2016 Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations, page 64 Three Months Ended June 30, 2016 Compared to Three Months Ended June 30, 2015, page 81 Fees and Other, page 82 2. We note your discussion of the changes in tot al fees here and on page 85 regarding the six months ended June 30, 2016 to six months ended June 30, 2015. Expand your disclosure in future filings to discuss each of the components of your fees and other revenue (e.g. Management, Monitoring and Transact ion Fees, Net) . Consider providing a table to facilitate this presentation (similar to that presented on page 25) along with a more granular discussion explaining the respective period -over-period changes. Please also expand your disclosure in your segme nt MD&A, as necessary. Expenses, page 82 3. Expand your disclosure in future filings to discuss each of the components of your expenses (e.g. Compensation and Benefits, Occupancy and related charges, and Other operating expenses) and provide a more granular discussion explaining the respective period -over-period changes. Please also expand your disclosure in your segment MD&A, as necessary. We urge all persons who are responsible for the accuracy and adequacy of the disclosure in the filing to be certain that the filing includes the information the Securities Exchange Act of 1934 and all applicable Exchange Act rules require. Since the company and its management are in possession of all facts relating to a company’s disclosure, t hey are responsible for the accuracy and adequacy of the disclosures they have made. In responding to our comments, please provide a written statement from the company acknowledging that: the company is responsible for the adequacy and accuracy of the disclosure in the filing; staff comments or changes to disclosure in response to staff comments do not foreclose the Commission from taking any action with respect to the filing; and the company may not assert staff comments as a defense in any proceedi ng initiated by the Commission or any person under the federal securities laws of the United States. William J. Janetschek KKR & Co. L.P. September 14, 2016 Page 3 You may contact Robert Klein , Staff Accountant at (202) 551-3847 or me at (202) 551- 3872 if you have questions. Sincerely, /s/ Hugh West Hugh We st Accounting Branch Chief Office of Financial Services