Illustrative Financial Statements
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Private Equity & Venture Capital Illustrative Financial Statements December 2015 kpmg.com kpmg/a The information contained in these illustrative financial statements is of a general nature relating to private investment companies only, and is not intended to address the circumstances of any particular entity. The form and content of financial statements are the responsibility of any specific entity’s management. These illustrative financial statements: (a) are intended to provide general information on the application of accounting principles generally accepted in the United States of America effective as of December 31, 2015, and do not include all possible disclosures that may be required for private investment companies; (b) are not intended to be a substitute for management’s review of applicable law or accounting standards or for professional judgment as to the adequacy of disclosures and fairness of presentation; and (c) are being provided with the understanding that the information contained herein should not be construed as legal, accounting, tax or other professional advice or services, and that no one should act on any information contained herein without the appropriate professional advice provided in connection with the entity’s particular situation. Although we endeavor to provide accurate and timely information, there can also be no guarantee that such information is accurate as of the date it is received or that it will continue to be accurate in the future. Certain information contained in these illustrative financial statements may be superseded as new guidance or interpretations are issued. Financial statement preparers and other users of these illustrative financial statements are therefore cautioned to stay informed of, and carefully evaluate, subsequent authoritative and interpretative guidance. © 2016 KPMG LLP, a Delaware limited liability partnership and the U.S. member firm of the KPMG network of independent member firms affiliated with KPMG International Cooperative (“KPMG International”), a Swiss entity. All rights reserved. NDPPS 509386 Table of Contents Private Equity/Venture Capital, L.P. Financial Statements Statement of Assets, Liabilities and Partners’ Capital ......................................................... 3 Schedule of Investments ..................................................................................................... 4 Statement of Operations ..................................................................................................... 6 Statement of Changes in Partners’ Capital .......................................................................... 7 Statement of Cash Flows .................................................................................................... 8 Notes to Financial Statements ............................................................................................ 9 Appendix Appendix A – Investments in Private Investment Companies .......................................... 25 Appendix B – Adoption of ASU 2015-07 ............................................................................ 30 Appendix C – Liability for Unrecognized Tax Benefits ....................................................... 31 © 2016 KPMG LLP, a Delaware limited liability partnership and the U.S. member firm of the KPMG network of independent member firms affiliated with KPMG International Cooperative (“KPMG International”), a Swiss entity. All rights reserved. NDPPS 509386 Private Equity/Venture Capital, L.P. 1 / Financial Statements © 2016 KPMG LLP, a Delaware limited liability partnership and the U.S. member firm of the KPMG network of independent member firms affiliated with KPMG International Cooperative (“KPMG International”), a Swiss entity. All rights reserved. NDPPS 509386 Please refer to the conditions of use on the inside cover of this publication. © 2016 KPMG LLP, a Delaware limited liability partnership and the U.S. member firm of the KPMG network of independent member kpmg / 2 firms affiliated with KPMG International Cooperative (“KPMG International”), a Swiss entity. All rights reserved. NDPPS 509386 Private Equity/Venture Capital, L.P. Statement of Assets, Liabilities and Partners’ Capital December 31, 20XX Assets Investments, at fair value (cost $649,396,000) $ 780,640,000 Cash and cash equivalents 8,215,000 Interest and dividends receivable 500,000 Due from related parties 57,000 Escrow proceeds receivable 85,000 Capital contributions receivable(1) 900,000 Other assets 118,000 Total assets $ 790,515,000 Liabilities and partners' capital Liabilities Management fee payable $ 2,080,000 Capital distributions payable 1,050,000 Notes payable 100,000 Accrued expenses and other liabilities 45,000 Total liabilities 3,275,000 Partners’ capital(2) Capital contributions 600,000,000 Capital distributions (87,982,000) Syndication costs (150,000) Net investment loss (15,503,000) Net realized gain on investments 144,379,000 Net unrealized gains on investments 131,244,000 Net realized gain on foreign currency transactions 5,231,000 Net unrealized gains on translation of assets and liabilities denominated in foreign currencies 10,021,000 Total partners’ capital 787,240,000 Total liabilities and partners’ capital $ 790,515,000 (1) Refer to guidance in ASC 505-10-45-2 to determine classification of capital contributions receivable as an asset or as a reduction of partners’ capital. (2) Private investment companies are permitted to present partners’ capital as a single caption. The information presented provides an example of the cumulative components of partners’ capital, which are commonly presented by venture capital funds. See accompanying notes to financial statements. 3 / Financial Statements © 2016 KPMG LLP, a Delaware limited liability partnership and the U.S. member firm of the KPMG network of independent member firms affiliated with KPMG International Cooperative (“KPMG International”), a Swiss entity. All rights reserved. NDPPS 509386 Private Equity/Venture Capital, L.P. Schedule of Investments December 31, 20XX Number of Shares or Principal Amount Cost Fair Value Investments, at fair value Private operating companies United States Consumer Technology Private Consumer Technology Company 1 Preferred Stock 30,000,000 $ 150,000,000 $ 180,290,000 Common Stock 10,000,000 10,000,000 33,000,000 Notes, X.X%, due 7/15/20XX $ 10,000,000 10,000,000 12,000,000 170,000,000 225,290,000 Private Consumer Technology Company 2 (1) Preferred Stock 10,000,000 100,300,000 120,000,000 Warrants, expire 1/31/20XX 3,000,000 596,000 3,000,000 100,896,000 123,000,000 Health Care Private Health Care Company 1 Preferred Stock 7,500,000 80,000,000 100,000,000 Common Stock 2,000,000 25,000,000 17,500,000 105,000,000 117,500,000 Private Health Care Company 2 Contingent consideration (2) - 100,000 Total United States 375,896,000 465,890,000 Percentage of partners’ capital 59% China Consumer Technology Private Consumer Technology Company 3 Common Stock 15,000,000 30,000,000 35,000,000 Notes, X.X%, due 8/30/20XX $ 5,000,000 5,000,000 8,000,000 Warrants, expire 8/25/20XX 8,000,000 750,000 1,250,000 35,750,000 44,250,000 Total China 35,750,000 44,250,000 Percentage of partners’ capital 6% Total private operating companies $ 411,646,000 $ 510,140,000 (1) Private Consumer Technology Company 2 is held in JS Blocker Corp., which is wholly owned by Private Equity/Venture Capital, L.P. (2) An accounting policy election should be made as to whether contingent consideration is recognized as a financial asset measured at fair value or treated as a gain contingency under ASC 450. See accompanying notes to financial statements. © 2016 KPMG LLP, a Delaware limited liability partnership and the U.S. member firm of the KPMG network of independent member kpmg / 4 firms affiliated with KPMG International Cooperative (“KPMG International”), a Swiss entity. All rights reserved. NDPPS 509386 Private Equity/Venture Capital, L.P. Schedule of Investments (continued) December 31, 20XX Number of Shares or Principal Amount Cost Fair Value Marketable securities United States Consumer Technology Public Consumer Technology Company 1 Common Stock 44,000,000 $ 125,000,000 $ 145,000,000 Public Consumer Technology Company 2 Common Stock 32,000,000 112,750,000 125,500,000 Total United States 237,750,000 270,500,000 Percentage of partners’ capital 34% Total marketable securities 237,750,000 270,500,000 Total investments, at fair value $ 649,396,000 $ 780,640,000 Percentage of partners’ capital 99% The following table illustrates one way to present investments by type. Net Percentage of Unrealized Investments by type, at fair value Partners’ Capital Cost Fair Value Gain (Loss) Total preferred stock 51 % $ 330,300,000 $ 400,290,000 $ 69,990,000 Total common stock 45 302,750,000 356,000,000 53,250,000 Total notes 2 15,000,000 20,000,000 5,000,000 Total warrants 1 1,346,000 4,250,000 2,904,000 Total contingent consideration – – 100,000 100,000 Total investments, at fair value 99 % $ 649,396,000 $ 780,640,000 $ 131,244,000 See accompanying notes to financial statements. 5 / Financial Statements © 2016 KPMG LLP, a Delaware limited liability partnership and the U.S. member firm of the KPMG network of independent member firms affiliated with KPMG International Cooperative (“KPMG International”), a Swiss entity. All rights reserved. NDPPS 509386 Private Equity/Venture Capital, L.P. Statement of Operations Year Ended December 31, 20XX Investment income Interest $ 4,039,000 Dividends (net of foreign withholding taxes