Thursday, April 12, 2012

Carlyle IPO No Rights, but Founder Tax Indemnification

The Carlyle Group's S-1/A filed on April 10, 2012 stated:

We will enter into a tax receivable agreement with our existing owners whereby the corporate taxpayers will agree to pay to our existing owners 85% of the amount of cash tax savings, if any, in U.S. federal, state and local income tax that they realize as a result of these increases in tax basis.

Existing owners are billionaires William Conway, Daniel D"Aniello and David Rubenstein.  They remain firmly in control.  .

Our general partner, Carlyle Group Management L.L.C., will manage all of our operations and activities. You will not hold an interest in our general partner, which is wholly-owned by our senior Carlyle professionals. Unlike the holders of common stock in a corporation, you will have only limited voting rights and will have no right to remove our general partner or, except in limited circumstances, elect the directors of our general partner.
They want Carlyle unit holders to fund any future tax increases, to the tune of 85% shareholders and 15% co-founders.

What does this mean?  Billionaires win...