v2.4.0.8
COMMITMENTS AND CONTINGENCIES
12 Months Ended
Dec. 31, 2013
COMMITMENTS AND CONTINGENCIES

18.    COMMITMENTS AND CONTINGENCIES

Commitments

Operating Leases

The Partnership leases office space under non-cancelable lease and sublease agreements, which expire on various dates through 2032. Occupancy lease agreements, in addition to base rentals, generally are subject to escalation provisions based on certain costs incurred by the landlord, and are recognized on a straight-line basis over the term of the lease agreement. Rent expense includes base contractual rent and variable costs such as building expenses, utilities, taxes and insurance. Rent expense for the years ended December 31, 2013, 2012 and 2011, was $78.6 million, $74.8 million and $72.7 million, respectively. At December 31, 2013 and 2012, the Partnership maintained irrevocable standby letters of credit and cash deposits as security for the leases of $9.0 million and $9.4 million, respectively. As of December 31, 2013, the aggregate minimum future payments, net of sublease income, required on the operating leases are as follows:

 

2014

   $ 71,286   

2015

     67,388   

2016

     61,299   

2017

     56,379   

2018

     54,279   

Thereafter

     189,150   
  

 

 

 

Total

   $ 499,781   
  

 

 

 

Investment Commitments

Blackstone had $1.5 billion of investment commitments as of December 31, 2013 representing general partner capital funding commitments to the Blackstone Funds, limited partner capital funding to other funds and Blackstone principal investment commitments. The consolidated Blackstone Funds had signed investment commitments of $54.6 million as of December 31, 2013 which includes $25.2 million of signed investment commitments for portfolio company acquisitions in the process of closing.

Contingencies

Guarantees

Certain of Blackstone’s consolidated real estate funds guarantee payments to third parties in connection with the on-going business activities and/or acquisitions of their Portfolio Companies. There is no direct recourse to the Partnership to fulfill such obligations. To the extent that underlying funds are required to fulfill guarantee obligations, the Partnership’s invested capital in such funds is at risk. Total investments at risk in respect of guarantees extended by consolidated real estate funds was $4.9 million as of December 31, 2013.

On March 28, 2012, the Blackstone Holdings Partnerships entered into a guaranty agreement with a lending institution in which the Holdings Partnerships guarantee certain loans held by employees for investment in Blackstone funds. The amount guaranteed as of December 31, 2013 was $60.3 million.

Litigation

From time to time, Blackstone is named as a defendant in legal actions relating to transactions conducted in the ordinary course of business. Although there can be no assurance of the outcome of such legal actions, in the opinion of management, Blackstone does not have a potential liability related to any current legal proceeding or claim that would individually or in the aggregate materially affect its results of operations, financial position or cash flows.

Contingent Obligations (Clawback)

Carried Interest is subject to clawback to the extent that the Carried Interest received to date with respect to a fund exceeds the amount due to Blackstone based on cumulative results of that fund. The actual clawback liability, however, generally does not become realized until the end of a fund’s life except for certain Blackstone real estate funds, multi-asset class investment funds and credit-focused funds, which may have an interim clawback liability. The lives of the carry funds with a potential clawback obligation, including available contemplated extensions, are currently anticipated to expire at various points through 2018. Further extensions of such terms may be implemented under given circumstances.

For financial reporting purposes, the general partners have recorded a liability for potential clawback obligations to the limited partners of some of the carry funds due to changes in the unrealized value of a fund’s remaining investments and where the fund’s general partner has previously received Carried Interest distributions with respect to such fund’s realized investments.

During the year ended December 31, 2013, the Blackstone general partners paid a cash clawback obligation of $89.7 million relating to Blackstone Communications Partners (“BCOM”) of which $70.6 million was paid by Blackstone Holdings and $19.1 million by current and former Blackstone personnel.

 

The following table presents the clawback obligations by segment:

 

     December 31,  
     2013      2012  

Segment

   Blackstone
Holdings
    Current  and
Former

Personnel
     Total      Blackstone
Holdings
     Current  and
Former

Personnel
     Total  

Private Equity

   $ (5   $ 151       $ 146       $ 69,302       $ 133,852       $ 203,154   

Real Estate

     1,501        518         2,019         32,152         31,223         63,375   

Credit

     1,213        892         2,105         340         247         587   
  

 

 

   

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Total

   $ 2,709      $ 1,561       $ 4,270       $ 101,794       $ 165,322       $ 267,116   
  

 

 

   

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

A portion of the Carried Interest paid to current and former Blackstone personnel is held in segregated accounts in the event of a cash clawback obligation. These segregated accounts are not included in the Consolidated Financial Statements of the Partnership, except to the extent a portion of the assets held in the segregated accounts may be allocated to a consolidated Blackstone fund of hedge funds. At December 31, 2013, $420.9 million was held in segregated accounts for the purpose of meeting any clawback obligations of current and former personnel if such payments are required.