corrected transcript (Corporate ) Private (Corporate &Head Director Managing Daniel Harris, Participants Other Participants Corporate MANAGEMENT DISCUSSION SECTION MANAGEMENT DISCUSSION PARTICIPANTS release. earnings our in GAAP have reconciliat provided principles. We accounting accepted generally with in preparedaccordance measures a oras substitute for from isolation in considered not be wilWe website. our on be available will replay a and webcast, is being call This questions. additional you have if in queue the back get but feel to free timeframe, reasonable allow going to We’re holders. unit institutional and analysts for session answer and a question wewill hold remarks our Following website. our of portion relations investor the on is available which of aresults, copy t our with release press a we issued morning Earlier this Adena Friedman. Officer, Financial our Chief Co our onare the today call me wel and morning, you, Good Mercy. Thank begin. may You relations. i to like now I would instructions] [Operator time. that at given will be instructions and session answer and listen a in all are participants time At this call. earnings welco and and gentlemen, ladies day, Good Operator: S. Irizarry Marc Brennan Hawken A. G Warren Kelley Matt Lee Robert S. Kim Michael H.Chen Howard B.Worthington Kenneth Group Friedman T. Adena Conway E. William Rubenstein M. David Equity) Private (Corporate Daniel Harris

l refer to certain non tocertain l refer www.CallStreet.com • • www.CallStreet.com TheCarlyle Group LP

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Analyst, Keefe, Bruyette & Woods, Inc. & Bruyette Woods, Keefe, Analyst, Analyst, Morgan Stanley & Co. LLC & Co. Stanley Morgan Analyst, –

Managing Director & Head & Director Managing – –

Analyst, Sandler O’Neill & Partners LP & Partners O’Neill Sandler Analyst, Analyst, Goldman Sachs & Co. Sachs Goldman Analyst, –

ntroduce your host for today’s conference, Daniel Harris, head of investor of head Harris, Daniel conference, today’s your for host ntroduce

Analyst, Credit Suisse Securities (USA) LLC (Broker) (USA) Securities Suisse Credit Analyst,

Analyst, UBS Securities LLC Securities UBS Analyst, each person to one question to allow everyone on the line to participate in a in participate to line the on everyone allow to question one person to each – –

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Chief Financial Officer, Managing Director Washington, DC, The Carlyle Carlyle The DC, Director Managing Washington, Financial Officer, Chief – Analyst, Evercore Partners (Securities) Partners Evercore Analyst,

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Chief Executive Officer, Co Officer, Executive Chief

– - GAAP financial measures during today’s call. These measures should should measures These call. duringtoday’s measures financial GAAP -

Chief Executive Officer & Director, The Carlyle Gro Carlyle & The Director, Officer Executive Chief Analyst, JPMor Analyst,

Company▲ - Chief Executive Officers, Bill Conway and ; and and Rubenstein; David and Bill Conway ExecutiveOfficers, Chief 1 - - 877 Public Investor Relations, LP LP Carlyle Group The Relations, Investor Public come to Carlyle’s third quarter 2013 earnings call. With call. earnings With 2013 quarter third to Carlyle’s come

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me to the Carlyle Group third quarter 2013 2013 quarter third to theGroup Carlyle me only mode. Later we’ll conduct a question a question we’ll conduct Later only mode. hird quarter 2000 (sic) [2013] 00:43) 00:43) [2013] (sic) 2000 quarter hird

• • Copyright © © Copyright

Q3 2013 Earnings Call Earnings 2013 Q3

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CallStreet Nov. 6, 2013 6,Nov. Date▲

1 corrected transcript David M. Rubenstein, Co Rubenstein, M. David ourf for our investments of harvesting increased in result ultimately will and to strengthen continue our business of underpinnings show,the metrics ourAs key billion. $185 record a at stands now total AUM 12 months last the over billion $17.8 and the quarter for $3 billion at approximately strong to be continues also proceeds realized of production Our Four: history. firm’s the in level highest the actually and our IPO since level highest the billion, exceeded position carry accrued net our the quarter of the end of As funds. buyout largest our across carry accrued in gains substantial driving months, 12 past the over 25% a robust and our larg in funds carry Notably, 12 months. past the over 17% and quarter the in 4% by appreciated portfolio carry Our fund Three: quarter. over second the Two: team. our fundraising of and scale quality and the our firm, of reach the brand, global years, our 26 over record is dueour track to success fundraising our we believe but course, of themselves Investo needs. investment alternative their of more address to to Carlyle looking are increasingly world the of all types from and types all of believeinvestors that months. We 12 past the over raised billion $22.9 of total a us giving tot quarter a third with in fundraising pace our strong continued One: points. We key Four the quarter. for highlights now review the me let mind, in message level this high With the future. for in metrics our key performance strong for well positioned wea believe we and the prior quarter, upwas from funds carry in our activity investing investors, our fund to amounts significant distributing quitewell,we are perform to continues portfolio an position current summarize our To 11. on November York New in investorday our at into Carlyle dive deep a taking will be we for call, earnings normal our than be briefer to today going are remarks prepared you much very Thank Dan. you much, very Thank Co to our it over turn letthat, me With the release. of five page on error a minor addresses we our to release earnings this morning’s of a copy we reposted have In addition, call. this following to out me reach please question, you further have If you there. developm positive the many to discuss opportunity the have to are excited managers. We and fund leaders business senior Carlyle’s many of from hear to opportunity the you’ll have the day of course Eastern tim 8:00am at beginning Monday next investor day first our hosting we’ll be that us follow that analysts the well as as in Carlyle investors to remind a moment take I want to quarterlyremarks, our on to we move Before anytime. update any forward to no obligation assumes Carlyle those indicated. from 10 Form on report our annual section of factors involv and expectations management on current arebased statements These them. on placed be not should reliance Any forward

We invested $1.9 billion across our carry funds in the quarter, slightly up from the third quarter from up slightly quarter, the in funds our carry across invested billion $1.9 We www.CallStreet.com • • www.CallStreet.com

ents at Carlyle over the past 18 months since our IPO and look forward to seeing many of of to many seeing forward look and our since IPO months 18 past the over ents at Carlyle TheCarlyle Group LP - looking statements made today do not guarantee future performance and undue undue and performance future guarantee not do today made statements looking - Chief Executive Officer & Director & Officer Executive Chief e inherent risks and uncertainties, including those identified in the risk risk the in identified those including and uncertainties, risks e inherent

est segment, corporate private equity, appreciated 5% in the quarter quarter the 5% in appreciated equity, private corporate segment, est Company▲ e in New York, and will be simultaneously webcast. Over the Overwebcast. the simultaneously will and be York, e in New rs come in many types and sizes, and they can speak for for speak they can and and in sizes, many types come rs d perspectives, fundraising remains exceptionally strong. Our strong. exceptionally remains fundraising perspectives, d - 1 Chief Executive Officer, DavidRubenstein. Officer, Executive Chief - 877

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• •

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corrected transcript holders. ourunit for earnings distributable in growth and investors ourfund for returns strong that delivers firm diversified more and better, stronger, on weare focused performance investment strong with continued Together business. solutions expanding but nascent our still and strategies business, market our global capabilities, resources natural to sc continue acquisitions and launches new fund recent our and traction gain products our as new time over upside more also see continuously. We grow to us enabled backdrop have macroeconomic improving an and strategies, the diversi performance, investment Carlyle’s allocations, with arestill cautious investors While firm. the grow to strategy our continueto execute We the firm. for earnings of source growing a as solid, view solutions business. We to hel excited we’re and team management strong a has Metropolitan clients. institutional to services allocation asset of range complete a more provide to us enable better of equity fund private with along segment in our solutions we offer strategy funds of fund significant the second will be Metropolitan month. earlier this closed that transaction funds. of fund estate We real global bu to our intention weannounced September In late assets. in CLO billion $17 over now manage year. the for We CLOs issue new in billion than $3 more to close weexpect total In States. United the in CLO another close now to year the of second our CLOfund, million €335 a we closed Finally commitments. external newin million $750 with over billion, $4.2 to program secondaries AlpInvest’s in commitments capital the total bringing fund, secondaries October In company. development our business and fund, services Sub our funds, buyout Japan and Asia, Europe, our including funds, other of a number on progress to alsomake continue We week inthe coming fund the of close formal the and will announce work legal and allocations finalizing billion. $12.9 We’re than less no will be size final The It is oversubscribed. weeks. few next the in process fundraising year distributab future of source major a will be we believe which and new fund largest is Carlyle’s which fund, buyout U.S. vintage latest Our interest. investors’ attractive very have14 history. We our firm’s in best theand second crisis year financial the since fundraising best by our willyearbe far This on fundraising. comments of a couple now make Let me million. $926 15% to increased basis 12a lastmonths on income net Economic quarter. the $195for of million net income economic to led in carry, funds in especially performance, fund Strong key in funds. our theinvestments key of performance strong optimism That holders. our unit and investors fund our for earnings cash future generate to our inability confident continueto be We terms. attractive on future distant not too in the transactions of portfoli carry our importantly, Most milestones. toquarter quarter by driven one not and term long is inherently business our said, always have we As 2014. of quarter first the into slip also could but they December, in mayclose exits these innear the fees ter performance healthy to produce likely which exits are of number a working on will develop. We’re quarter fourth our how precisely notwe know do course year. Of the in rate activity Our million. $627 been have earnings distributable Carlyle’s 12 months, past the Over million. $105 were earnings distributable quarter, the For third time. over holders unit for earnings distributable

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funds in the market and we remain active in launching new strategies that will satisfy our our will satisfy that new strategies launching in active we remain and in market the funds TheCarlyle Group LP

funds through AlpInvest. The addition of Metropolitan to our solutions segment will segment our solutions to Metropolitan of addition The AlpInvest. through funds fourth quarter is developing along the lines we anticipated throughout the the throughout we anticipated lines the along is developing quarter fourth s.

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• • Copyright © © Copyright

Q3 2013 Earnings Call Earnings 2013 Q3

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CallStreet Nov. 6, 2013 6,Nov.

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corrected transcript William E. Conway, Co Conway, E. William quarter in current the $3 billion with approximately months 12 last the over proceeds in realized billion $17.8 produced have we to realizations, Turning billion. $1.6 mill $400 over by grown has balance carry accrued netyear, thisour far so million $320 over of fees performance net despite realizing business, our entire year. the Over is net funds these of None fees. performance producing and hurdles returned preferred their exceeding toward movement their 7% continued IRR of netwith five realty Carlyle 7%,and of with IRR IIInet Partners Europe Carlyle including funds, our key of A number 2013. quarter fourth the in carry cash produce it to positioning and carry accrued into further it taking quarter, the 11% in and 10% appreciating well, perform to continue funds buyout U.S. fifth and fourth Our 10%. increased public portfolio whileour quarter, in the 2% appreciated portfolio private Our months. 12 past the over up 17% fund carry Our to strengthen. continues portfolio Our growth. significant experiencing a in market well positioned is company that a in group buyout our U.S. by investment a minority was This audio accessories. manufa a leading Electronics, Beats in million $500 approximately of 31 on October investment an recently closed We energy. and infrastructure in balance the with States, United on the focus a particular with estate real in invested was than more Slightly segment. assets real our in million $640 also invested We company. beverage and food packaged a International, two growth inef fuel Maritime with Interlink an investment made investors. We other fund buyout Asia our by private taken was group, hotel budget a Chinese Group, Days In 7 Asia, wood of products. manufacturer an in also made generators. We and industrial motors of manufacturer Italian an Motori, Marelli and company; packaging British investments buyout European inve Notable in region. the investments good on finding record, are focused and track successful long and a Europe, investors in of team have great a We plan. our original than or better with accordance in performing is st it while and value, good we see Europe of recovery slow generally the Despite funds. distressed and growth our buyout across in Europe investments new nine completed wehave 12 months last Europe. the Over from away areturning investors whe time the at precisely companies, size European mid in particularly opportunities excellent been have there that believe and Europe in active particularly have been We 2012. of quarter fourth the in invested term long our with line in funds our carry in billion $9.1 invested wehave months 12 last Over the the quarter. second from $1.3 billion from up billion, $1.9 Th Bill?

ank you, David. Carlyle’s investment pace picked up modestly in the third quarter to a total of total of toa quarter third the in modestly up picked pace investment you, Carlyle’s ank David.

www.CallStreet.com • • www.CallStreet.com TheCarlyle Group LP -

oriented investments in including a cornerstone investment in the IPO of Tenwow Tenwow of IPO the in investment cornerstone a including in China investments oriented accrued carry. Our largest hedge funds remain well above their high water marks for water marks high their well above remain funds hedge largest Our carry. accrued

- Chief Executive Officer, Co Officer, Executive Chief

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vestment by our distressed fund in Klenk Holz, a German German a Holz, Klenk in fund byour distressed vestment Alloheim, a German skilled nursing firm; Chesapeake Limited, a Limited, Chesapeake firm; skilled nursing a German Alloheim,

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Partners III with net IRR of 8%, Carlyle Asia Asia 8%,Carlyle of IRR net with III Partners average, but benefiting from $3.3we billion from benefiting but average,

stments this quarter were: three new three were: this quarter stments

ill early each of these investments is investments these of each ill early

• • –

third quarter. Approximately half of of half Approximately quarter. third Copyright © © Copyright

Q3 2013 Earnings Call Earnings 2013 Q3 ion and now stands at over over at now stands and ion Event Type▲ ficient dry bulk ships. And ships. bulk dry ficient 2001 half of this amount this amount of half

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CallStreet Nov. 6, 2013 6,Nov. Date▲

4

corrected transcript Adena T. Friedman, Chief Financial Officer, Managing Director Washington, DC Washington, Director Managing Officer, Financial Chief Friedman, T. Adena period. Wit fee our 12 months, last Over the 1. August of as AlpInvest in interest 40% remaining year strong of the impact reflects Fee results. a true through accomplished will be which holders, 85% and 75% between distribute to will expect we policy, our distribution to And reiterate $0.16. at is targeted distribution fixed quarter fourth Our 2013. of quarters three the first for unit per$0.48 common sam the Over earnings. distributable of unit per$1.33 Year $0.32. of per unit earnings distributable pre mentioned David As acqu recent of impact the highlight finally and position, carry on our accrued time some spend results, financial the quarter’s discuss to want I Specifically, position. financial overall and results our about few points will I days, five just in our investorday you, Bill. With Thank Adena. to now turn Let me work. to powder dry our put ability to pro investment of bench deep our and funds recent most the in experience on our and based returns absolute attractive is to generate our job perfect, from we arefar risks. While downside our limiting upon is built model business investment Our ap doing be we should what doing we are prices, right the at assets right the finding of challenges present the Notwithstanding our carr is in which of billion $31 powder, dry in billion $51 efforts. With raising fund 2013 our mentioned already has David is right. price the and arises opportunity the when sell posit liquid large such With our quarter to value in market billion $2 than more added has CommScope, which, of one 2013, of quarter in fourth the public companies two taken already we have portfolio traded publicly the quarter, the of end At the quarter. high a China (13:20) Hotels, Chi [ph] Wan of IPO the through proceeds we realized company; formu infant , Chinese the a of sale the we closed properties; residential multifamily numerous as Citywell as York New in property a marquee Madison, 650 of sale the we closed s block executed we also SS&C; and Private Boston in our positions of exit were:the final quarter this Notable realizations proceeds. quarter realized the third of 20% contributed i were proceeds these

propriate. - - related earnings for the quarter were $40 million, up 52% compared to the second quarter, and quarter, second to the compared up 52% million, $40 were quarter the for earnings related end hotel chain; and as usual a number of our portfolio companies issued dividends in the dividends issued companies our portfolio of a number usual as and hotel chain; end

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TheCarlyle Group LP h fundraising still running at a robust level, we expect to see ramping management fees fees management see ramping to we expect level, at a robust running still h fundraising

n our corporate private equity business, while real estate and energy each each energy and estate while real business, equity private corporate n our - tax distributable earnings were $105 million, which led to after tax tax after which led to million, $105 were earnings distributable tax ales in a number of companies including Wesco and ; and Transmission; Allison including Wesco companies of alesa number in –

ions, we believe we will be ready to take advantage of opportunities to opportunities of advantage take to bewe ready will webelieve ions, building value across our portfolio and exiting when possible and when possible exiting and our portfolio across value building y funds, we’ve been in the process of reloading our capital. our reloading capital. of process the in ywe’ve been funds, Company▲ - - related earnings are now up 20% compared to the prior 12 month month 12 prior to the compared 20% now up are earnings related to - date fund raising as well as the impact of acquiring of the impact the well as as raising fund date

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And billion. $14 exceeded funds our carry in e period we announced cash distributions of of distributions cash we announced e period isition.

• •

keep my comments brief and make a and make brief comments my keep

Copyright © © Copyright Q3 2013 Earnings Call Earnings 2013 Q3 - tax distributable earnings to unit to unit earnings distributable tax Event Type▲ - end public portfolio public end 2001

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la CallStreet Nov. 6, 2013 6,Nov.

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corrected transcript David M. Rubenstein, Co Rubenstein, M. David questions. a few take to now pleased we are certainly However, activities pl and firm’s our about information detailed more provide to than call this forum a better will provide occasion reach. That well as global our as firm the of depth and breadth the of sense a fuller with attend believe program that professionals. We investment leading the firm’s of along with many the firm of leadership senior entire the there will and have York New 11 in on November week next day investor our hold wewill you’veheard, you, As Adena. Thank concluding remarks. some for to David over back itwill turn I that with And day. investor at our inYork New week next our business of state color onthe more much providing look to forward We next strategy solution the about Youhear more will segment. solution our out build to wecontinue as beneficial extremely will be we acquired capabilities believe strategic the commitments. We in capital billion $2.6 had 30, Metropolitan September results. with financial alongthe our metrics inAUM its include wewill quarter fourth the in but quarter, this results our financial impact not did Metropolitan end, quarter after occurred acquisi also closed the We investment. our original from not change did carry in interest while our at 100% stands now fees management AlpInvest in interest Our quarter. this our results to earnings related a in resulting AlpInvest, in interest 40% remaining the of acquisition the we completed 1 August on this quarter, investments our strategic to Turning carry. and funds in continue exits profitable as holders unit will benefit which of all2012, sinc 34% up which is now position, carry accrued net resulting the and our portfolio of health the about good very we feel but science, exact isan exits never of timing The periods. future rev cash future robust produce that to is likely firm to asset the is a tremendous balance carry accrued our before, we’ve noted As carry. on accrued pressure downward put otherwise als but carry funds our in appreciation 4% the of because only not grew balance Our quarter. prior the over increase 11% an quarter, this billion $1.6 reached balance carry accrued net our carry, accrued to Moving levels. compensation to ou a slight adjustment wellas as quarter last own we not did AlpInvest 40% of the of addition the reflecting quarter, this million $157 to up moved compensation equity Base and where possible. expenses high sustained the reflecting level, quarter the second below slightly was quarter this in G&A $80 million The position. ownership AlpInvest increased our and Management Energy Capital NGP with partnership past the over raised newin funds billion $23 by driven year’s quarter, last third to compared 20% is up 2013 in quarter third the in million $281 the fees, at wemanagement look If funds. buyout Europe and Asia our as latest such catch short In the capital. raise that to expenses associated with coupled

- up management fees and funds that are in the process of fundrai of process in the are that and funds fees up management www.CallStreet.com • • www.CallStreet.com TheCarlyle Group LP - level of fundraising activity fundraising of level o due to a more modest level of exit activity in the quarter, which would which quarter, the in activity exit levelof modest a more to due o

ans and will enable us to better respond in detail to your questions. to detail in torespond us better will enable and ans - Chief Executive Officer & Dire & Officer Executive Chief

tion of Metropolitan Real Estate on November 1. Given the closing the closing 1. Given on November Estate Real Metropolitan of tion enues as harvesting activities increase across our mature funds in funds our mature across increase activities harvesting as enues Company▲ 1 - 877

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• • will provide those who are able to to are able who will those provide

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CallStreet Nov. 6, 2013 6,Nov. - end end

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6

corrected transcript QUESTION ANDANSWER SECTION QUESTION managed large get people that Some fairly appropriate. 20% seems view that a general there’s the c of In terms fund. buyout the U.S. big common, what’s of neighborhood that in be will probably our fund years. AndIthink in recent or 50/50 way other the 0/100 days old the in opposed as 80/20 or 100/0 either of dealfee a have to now standard so years the on in recent pressure more has been There on that. pressure less been So there’s respects. some an interest effect in it’s So repaid. or less more are fees those because expe might one as great as been hasn’t that on pressure the fee, theOn management so fee deal is the third the and interest, carried is the a fee, second management is the On the ques second of In terms money. the invest wecould think didn’t we just because cap the increasing without away money turned wehave cases In some them. increase weshould think peri fundraising investment youngerin their arerelatively them of now, many market the in have wecurrently the funds Of it. we did how of kind that’s So invest. we thatto have time of year period five the over this invest can I thi time of period the over but bit, a that above be billion. $11 about We’ll for capital, internal of billion $1 to million $900 about and capital external of billion $10 have we’d kind internal of $1 billion to million $900 but billion, $10 around of initially a target we had VI, Partner Carlyle of case In the invest. wecan we think whatand the market for realistic tha everybody showing them, increase to hope and targets verylow with don’t go out an art. of bit aWe it’s science, it’sa So not beginning. the at expect you might than fund particular Ob money. more invest we can we think if orso 10% by it increase we might a target we set when words other In ultimately. be to going we’re where of or15% 10% say would within I we are generally But decrease. year atwo or take period fundraising the during points At some time. of aperiod over invest we can that is it what carefully very through to go do tend it. invest to We how later out we’ll figure and raise can whatever we’ll raise well to say, tend we don’t words In other time. of period that over to invest our ability weexpect what on is based that is, to raise like we’d level the what of target an internal

– –

David Rubenstein Rubenstein David Ken Worthington Worthington Ken www.CallStreet.com • • www.CallStreet.com TheCarlyle Group LP

o increase the target size of a fund? You mentioned CP V will be at least $12.9 billion billion $12.9 least at will be V CP mentioned You a fund? of size target the o increase arried interest, there really hasn’t been much pressure on carried interest, but I but interest, on carried pressure much been hasn’t really there arried interest, –

our ability to invest more invest to ability our viously some investors are always interested in putting more into a into in more putting interested always are investors viously some

– of money and we will have that. We’ll have about about have that. will have we andWe’ll money of –

Securities LLC>: JPMorgan od so it’s hard for us to say whether we will need to increase them orwe them increase to need wewill whether to say us for it’s hard od so The Carlyle Gr The tion. There are three types of fees that I think people should focus on. focus should people that I think fees of types are three tion. There t we have such demand. We actually set targets that we think are wethink that actually set targets We demand. such we have t Company▲

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- Great, thank you very much. David, just to just David, you much. very thank Great, called deal fees, and I think it’s fa I think and dealcalled fees,

• •

Copyright © © Copyright n Worthington from JP Morgan. Your Your JPMorgan. from n Worthington Q3 2013 Earnings Call Earnings 2013 Q3

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corrected transcript IPO. oneleast more at orso week next the in hope to have the time. We all public companies taking billion$16 in that of you’re aware which of many portfolio, public the in companies of lot a continueto have We that. to do we like how defines of it kind orSF&C Brands Dunkin like companies w all the be selling to been has generally strategies our of one So orwhatever. thein stock liquidity enough not or there’s overhang a big there’s People complain blocks. publicorselling companies taking we start when comes that initial price disappoint we’re times A it.of lot we sell when price stock each of out last dollar get the to we have that thinks who really not somebody stock. We’re of lot a we own awhile, in been we’ve publi we a have all of side. First

A – – – – – –

g. That doesn’t mean any of those companies that we will do secondary blocks this quarter, this quarter, blocks secondary will do we that those companies anyof mean doesn’t g. That Bill Conway Conway Bill Conway Bill Adena Friedman Adena Friedman Adena Friedman Michael Kim Kim Michael Chen Howard www.CallStreet.com • • www.CallStreet.com - TheCarlyle Group LP up it didn’t have a big swing factor in the accrue the in factor swing a big have it didn’t up take carry of fund realization events. We had one fund cross into carry this quarter but but this quarter carry into cross had fund one events. We realization carry fund of take ay.

- – Scott w. So it seems like most of the activity is still centered in real estate, energy, as as energy, estate, real in is still centered the activity of like most itw.So seems

– – a majority of what you’re seeing is just a growth of the funds that are already in in already are that funds the of a growth is just you’re seeing what of a majority –

The Carlyle Group>: Group>: Carlyle The The Carlyle Group>: Group>: Carlyle The – Sandler O Sandler

- Credit Suisse Securities (USA) LLC (Broker)>: (Broker)>: LLC (USA) Securities Suisse Credit Rodino. Time will tell whether or not that deal is closed this year, and this is closed notdeal that or whether will tell Time Rodino. – –

The Carlyle Group>: Group>: Carlyle The Group>: Carlyle The t really did no buyouts. It announced beats already that will be in thein will be that already beats announced It buyouts. no did t really -

up is generally 100/0. So you begin getting every single dollar of of dollar every single you getting begin So 100/0. up is generally nds that move into that accrued carry that are very significant significant very are that carry accrued that into thatnds move Company▲ ’ Neill & Partners LP>: LP>: Partners & Neill s is we have one large private company that we’re hoping to hoping we’re that company private large we one is have s 1 - - V. Those are big funds that are close to moving into accrue accrue into to moving are close that funds are big V. Those 877

This is Bill. I’d say I wouldn’t call it call wouldn’t I’d I say is Bill. This comment I might But - FACTSET

Ticker▲ Okay. In terms of the accrued carry, Howard, I carry,Howard, the accrued of In terms Okay. Thank you. Thank has tended to be more volatile than the public (sic) (sic) public the than volatile be more to tended has CG

Hey guys, good morning. My question My morning. good guys, Hey

• • d carry balance. d carry

is always tough. is always Copyright © © Copyright Q3 2013 Earnings Call Earnings 2013 Q3

e rate and have returned the fees fees the returned have and e rate in my remarks, Howard, I spoke I spoke Howard, remarks, in my Event Type▲ Understood. Thanks. See Thanks. Understood.

2001 let’s take last year’s last take let’s

a mismatch at all. a mismatch mismatch developing mismatch –

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looks like you had maybe maybe you had like looks David Rubenstein Rubenstein David Rubenstein David Adena Friedman Adena Friedman Adena Friedman Adena Friedman Adena Friedman Adena Friedman Adena Friedman Rob Lee Lee Rob Kim Michael Matt Kelley Matt Kelley Matt Lee Rob Lee Rob Lee Rob - up. So how much of the accrued incentives are related to the GMS segment with the the with segment GMS the to related are incentives accrued much the of Soup. how www.CallStreet.com • • www.CallStreet.com

TheCarlyle Group LP – – – –

Keefe, Bruyette & Woods, Inc.>: &Woods, Bruyette Keefe, Inc.>: &Woods, Bruyette Keefe, Inc.>: &Woods, Bruyette Keefe, Inc.>: &Woods, Bruyette Keefe, – –

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The Carlyle Group LP>: LP>: Carlyle Group The The Carlyle Group LP>: LP>: Carlyle Group The hether or not they’re over their high water mark, we then realize that that we realize then water mark, high their over they’re not or hether

Company▲ ’ Neill & Partners LP>: LP>: Partners & Neill ued performance fees by segment. We don’t provide that in don’tthe that provide by fees We segment. ued performance –

I don ’s happening within the quarter on the unrealized performance performance unrealized the on quarter the within ’s happening 1 - 877 ’ t know if it was some reversals of prior accruals in accruals prior of reversals was some ifit know t

- FACTSET

Ticker▲ From a From Sure. So Rob, as you know with the hedge funds funds with hedge the you know as So Rob, Sure. Morning. All thanks. right, don’t we So t may have taken place that generated that? generated that taken place have may t gh some of the moving parts there? Where Where partsthere? moving the of some gh If I can come back to Rob’s question for a for to Rob’s question back come can I If Yes.

CG Good morning, Rob. Good morning, Not Not

Okay. Thanks for taking myquestion. for Okay. Thanks

Quick question on the GMS segment. segment. GMS the on question Quick ev you. morning, Good Thank All right. Thanks and see you on see and Thanks All right. And Idon that we could comment on this call. on this comment we could that

from a from • • – Copyright © © Copyright

we will provide that in the 10 in the that wewill provide Q3 2013 Earnings Call Earnings 2013 Q3

I’m sorry, a rates perspective sorry,perspective a rates I’m ’ t know ifIca know t Event Type▲

a couple of the funds the funds of a couple 2001 ferent based on the on based ferent n have a quick have n - 2013

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CallStreet - - Nov. 6, 2013 6,Nov. Q in in Q over

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corrected transcript we because dissolved fund the of manager the be to or ourability dissolved fund the sudden a of all and left yearswhere somebody 26 in situation a had never we’ve so and process, oversight in people a lot of is works we have our firm way the then And bench. deep a fairly have Butwealso impact. same the have doesn’t generally it leave, towere person one if therefore we ten because in part problem that had really never have reason. whatever We for left have might people because your fund to lose you’re going not that sure make youwant to because about worried you’re always

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backs about $30 million. So we are pretty conservative and again this is probably an art more art more an is probably this again and we conservative are pretty So about million. $30 backs David Rubenstein Rubenstein David Rubenstein David Rubenstein David Conway Bill Adena Friedman Adena Friedman Adena Friedman Adena Friedman Matt Kelley Matt Warren Gardiner Gardiner Warren Kelley Matt www.CallStreet.com • • www.CallStreet.com TheCarlyle Group LP d to have a number of people running our funds. We often have co have often funds. our We people running of number a have d to aw – –

Morgan Stanley & Co. LLC>: &Co.LLC>: Stanley Morgan &Co.LLC>: Stanley Morgan -

The Carlyle Group>: Group>: Carlyle The back of what than less of back – – –

– – –

The Carlyle Group>: Group>: Carlyle The The Evercore Partners (Securities)>: (Securities)>: Partners Evercore

The Carlyle Group LP>: LP>: Carlyle Group The LP>: Carlyle Group The The Carlyle Group LP>: LP>: Carlyle Group The of accruing versus actually paying cash carry on these funds at this at this funds on these carry cash paying actually versus accruing of Carlyle Group>: Group>: Carlyle Company▲ antage being public has been? And now that some of the peers are peers the of some now that And been? public has being antage 1 - 877

Yeah. I don’t think we’re any more cautious than we cautious than more any we’re think Yeah.I don’t -

-

FACTSET ears ears Ticker▲ Certainly less than I’d say $30 million. $30 sayI’d than less Certainly So on that, I’m actually going to spend time on that time to spend going actually that, I’m onSo

Okay. And then second, just a quick follow quick a just second, then And Okay. Oka – carry for a period of time, and we’ll spend some some we’lland spend time, of aperiod for carry CG

Less than $30 million. So we’ve distributed out distributed we’ve So $30 than million. Less let Now W $90 billion back to investors and we’ve had had we’ve and to investors back billion $90

ell, key man risk is something that obviously obviously that is something ell, risk key man

y. Thanks veryy. much. Thanks that can occur. So it isn’t just getting getting just isn’t it So occur. that can

seen seen

• •

Great, thank you. Good morning. So you. morning. Good thank Great, says everybody addthat, just to me Copyright © © Copyright – Q3 2013 Earnings Call Earnings 2013 Q3

we’ve been reminded recently of of recently reminded been we’ve Event Type▲ 2001

volved in the volved - -

heads and heads and 2013

this decision. this decision.

CallStreet Nov. 6, 2013 6,Nov. - up up Date▲

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corrected transcript Beats. in investment minority doing the or Energy refinery; Philadelphia ou example for creative be to wehad think Carlyle. I from capital taking than public rather going of alternative the have companies And some st to be is continuing lineup the and or 2007, 2006 since anyquarter like than quarter third the in done IPOs more been there’ve market, the IPO that you all know guys I think And be. might they thought I as active as not they’re were they than m they’re although investors, the strategic firms, equity other private from competition we face we face, that competition the about you when think Sometimes today. creative really to be

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Bill Conway Conway Bill Rubenstein David Rubenstein David Rubenstein David Conway Bill Warren Gardiner Gardiner Warren Marc Irizarry Irizarry Marc Hawken Brennan Hawken Brennan Hawken Brennan Gardiner Warren www.CallStreet.com • • www.CallStreet.com TheCarlyle Group LP

ng on that buyouts. What do you think, is there sort of a of there sort is you do think, buyouts. that What ng on r investment in Genesee in Wyoming, when we did a $350 million pipe; or buying the the orbuying pipe; million a $350 we did when in in Genesee Wyoming, investment r ch into that? ch – – –

The Carlyle Group>: Group>: Carlyle The The Carl The

Goldman Sachs & Co.>: & Sachs Goldman

– – – – – – – –

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examples of the creativity that we had to do in the United States were were States United the in do to we had that the creativity of examples yle Group>: yle Group>: Company▲ Marc Irizarry from Goldman Sachs. Your line is open. Your line GoldmanSachs. IrizarryMarc from 1 ities LLC>: LLC>: ities - 877

Well, I think in all our buyout businesses, Marc, we have Marc, businesses, buyout all our in I think Well, Just to add you can never have too much talent thou much too have you cannever add to Just rong for Carlyle and for everybody else. everybody for and Carlyle for rong -

FACTSET Ticker▲ Thanks. Bill, for you. You talked about good value good about you.You talked Bill, for Thanks. Hi, thanks for taking the question. Just a follow follow a Just question. taking the for thanks Hi, Cool. Thanks. Cool. previous that to no update basically So Okay. lways want to make sure that you have a deep deep ayou that sure have to make want lways CG It’s less of a problem for us thanthe us saylet’s for a problem of less It’s I’d say no update, other than what I just said. I just what than other update, no say I’d be heavier, might it lighter, be it say might I’d

• • Okay. Makes sense. Makes Okay. you. Thank Copyright © © Copyright e about distributable earnings? I think think Iearnings? distributable e about Q3 2013 Earnings Call Earnings 2013 Q3

when you look aheadis you look when

Event Type▲

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corrected transcript everybo market, the in liquidity and much so rates interest low very with I think And future. the foreseeable for very low very, be to interest rates weexpect because particularly or so year next tothe for be strong markets public the expect would but I than Iam, markets in experts public more perhaps you are guys Now portfolio. our we monitor how and on investments onboth better decisions make us help to data for companies those to mine trying we’re constantly portfo 200 wedo have our behavior, it informs how and globally : open. is Your line Citi. Katz from is from William question next Our Instructions] [Operator Operator:

xalta from DuPont. And we’re looking for those. I think we’re actually pretty good at carving a at carving good we’re pretty actually I think those. looking for we’re And DuPont. from xalta – – – – –

Bill Conway Conway Bill Adena Friedman Adena Friedman Adena Friedman Ken Worthington Worthington Ken Irizarry Marc

Good morning. This is actually Neal filling in for Bill. My question is, I noticed the in the I noticed is, question My Bill. in for filling Neal actually is This morning. Good www.CallStreet.com • • www.CallStreet.com TheCarlyle Group LP – –

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Goldman Sachs & Co.>: & Sachs Goldman – – – e for Bill, market conditions are important for the investment side and the the and side investment the for important conditions are market Bill, e for

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JPMorgan Securities LLC>: Securities LLC>: JPMorgan over ontinue to deploy capital they’re going to go to going they’re capital deploy to ontinue Company▲ - quart - outs that you like to do, of Hamilton Sundstrand from UTC or UTC from Sundstrand Hamilton toof do,you like outs that

er. Perhaps that’s due to maybe some better performing performing better some maybe due to that’s Perhaps er. 1 as a result of that settlement. So that’s really what that was. that what really that’s So settlement. that of a as result -

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Well in terms of the investment environment, Ken, environment, the investment of in terms Well dy can say, well, I don’t like Europe because of of because Europe like don’t well, I cansay, dy - FACTSET – kes that kes Ticker▲

there’s quite a work that has to be done to take take to done be that to has work a quite there’s Okay. Great. Thank Great. Okay. Sure. So we have some younger funds that have have that youngerfunds some we have So Sure. Sure. So with regards to the inv the to withSo regards Sure.

gton from JPMorgan. Your line is open. is line Your JPMorgan. from gton – CG

they’re obviously very likely to go right back back go right to likely very obviously they’re –

Thank you. So first maybe, Adena, there there Adena, you. maybe, So first Thank all of the AUM in that fund suddenly comes comes suddenly in fund that AUM the all of

• • time and then now they are off owned owned are off they now and then time Copyright © © Copyright Q3 2013 Earnings Call Earnings 2013 Q3 lio companies roughly. And so so And roughly. lio companies

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time thing, and we did have have we did and thing, time – Event Type▲

they’re going to toggle in in toggle going to they’re 2001 –

we still expect we’ll we still expect estment loss, it was it loss, estment –

say that we say that and a co and onths in both or in or in in both onths o we actually weactually o - 2013

-

carry ratio ratio carry

the way the CallStreet - Nov. 6, 2013 6,Nov. –

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corrected transcript expand those, to like strengthen Asia. in have base a We’d Europe. We in havea base estate. We gro and strengthen is to help focus main so. His do willing to was he that happy we’re quite and firm to join the him get to opportunity we had and business, in management the been he’s business, investment thein been who has professional estate

speaking of Europe, I wanted to get your sense for the hiring of Adam Metz from TBG. Should we Should TBG. Metz from Adam of the yourhiring for sense to get wanted I Europe, of speaking – – –

David Rubenstein Rubenstein David Matt Kelley Matt Worthington Ken ou might have thought a few quarters ago given the kind of weaker performance of a couple a couple of performance weaker of the kind given ago quarters a few thought have might ou

www.CallStreet.com • • www.CallStreet.com anything. like don’t – good companies pay nice dividends and I think that’s a pretty attractive place to put to place attractive that’s a pretty I think and dividends nice pay companies good

if I went around the world a little bit, I think the United States is States the United I think bit, a little world went the around I if TheCarlyle Group LP –

Morgan Stanley &Co.LL Stanley Morgan ast our portfolio is doing pretty well over there. I’d say that the European European the that say I’d there. well over pretty is doing our portfolio ast – –

JPMorgan Securities LLC>: Securities LLC>: JPMorgan

timistic about public markets and what they are going to do. And what And do. to going are what andthey public markets about timistic The Carlyle Group LP>: LP>: Carlyle Group The - up from Matt Kelley from Morgan Stanley. Your line is open. is line Your Stanley. Morgan from Matt Kelley from up Company▲ 1 - 877 ngs that you look at. But I think with these low rates, I I rates, low these with at. Ithink But you look that ngs n China. And so a lot of those companies are either areeither companies those aof lot so And China. n -

to - - date in the public equity markets. Saw a story last a story Saw markets. equity public the in date FACTSET Ticker▲ C>: C>: y good time to have our business model. business to have our y time good Thanks for taking another question. I wanted towanted I question. another taking for Thanks CG Adam Metz is an extremely tale extremely Metzis an Adam e year 12 times. And 11 times it kept going it kept And times 11 year times. 12 e Okay. Great. Thank you very much. Thank Great. Okay.

• • w what we’re doing overseas in real overseas doing we’re wwhat Copyright © © Copyright y been able to take advantage of the of advantage to take y able been Q3 2013 Earnings Call Earnings 2013 Q3 Event Type▲ –

it’s had a great run s run a great had it’s own such giant own such 2001

- tial burst, I think think I burst, tial – 2013

nted real real nted

I think since since I think

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Nov. 6, 2013 6,Nov.

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Davi Matt Kelley Matt Michael Kim Kim Michael Kim Michael www.CallStreet.com • • www.CallStreet.com

see another phenomenon which is that people like to invest with somebody they’re they’re with somebody invest to like people is that which phenomenon another see - d Rubenstein Rubenstein d US LPs versus just higher demand for alternatives from the traditional pension plans. pension the traditional from alternatives for higher demand just versus US LPs TheCarlyle Group LP mple. Now we have specialists in real estate. We didn’t years ago have years have didn’tago estate. real We in specialists we have Now mple. – – – Morgan Stanley & Co. LLC>: &Co.LLC>: Stanley Morgan

Sandler O Sandler Sandler O Sandler – ess exactly what we should be doing to strengthen those markets and in markets those strengthen to be doing we should what exactly ess

- The Carlyle Group LP>: LP>: Carlyle Group The hey are very, very lengthy and we have a team of people that does that. does peoplethat of a team we have and verylengthy very, heyare up from Michael Kim from O’Neil Sandler from MichaelKim up from Company▲ ’ ’ -

Neill & Partners LP>: LP>: Partners & Neill LP>: Partners & Neill sized team, but not just the way we did it before. We have people We before. it we did way the but not just team, sized rent factors driving that success in terms of maybe more of more maybe in terms driving success that rent factors 1 - 877 o think that alternatives will produce a pretty good rate of of rate good pretty a willproduce that alternatives o think

e you will probably raise more money. more raise probably youwill e - FACTSET Ticker▲ Okay. Thanks. CG All of those. I mean every one of those, that’s those, that’s of one every those. I mean of All

Just on the fund raising side, it sounds like like it sounds side, raising on fund the Just Great. That’s helpful. Thanks. helpful. That’s Great.

m that aren’t actually out fundraising so so fundraising out actually that aren’t m • • –

you see sovereign wealth fu wealth you sovereign see Copyright © © Copyright Q3 2013 Earnings Call Earnings 2013 Q3

l. Your line is open. line Yourl.

I say it’s more IRS agents. agents. IRS it’sI say more Event Type▲ ive or more of our of or more ive 2001 - 2013

ng to do. We do. ng to We

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CallStreet Nov. 6, 2013 6,Nov.

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corrected transcript (Corporate Private Equity) Private (Corporate &Head Director Managing Daniel Harris, NRNEET T TE AIU ETN PRITD Y PLCBE A, ETE FCST ALTET LC O IS FIES MMES D MEMBERS, OFFICERS, ITS NOR LLC CALLSTREET, FACTSET NEITHER LAW, APPLICABLE BY S PERMITTED AND EXTENT IMPLIED MAXIMUM EXPRESS, THE SAME, TO THE INFRINGEMENT. TO RESPECT WITH WARRANTIES ALL DISCLAIM ANY LIMITATION MERCHANTABILITY, IMPLIEDINCLUDING FITNESS OF FO WITHOUT WARRANTIES SUPPLIERS AND ASSOCIATES A BY BUSINESS PERMITTED EXTENT LICENSORS, MAXIMUM ITS THE TO AND AND IS," "AS PROVIDED IS HEREUNDER YOU TO PROVIDED INFORMATION THE securities the herein. of any discussed FactSe LLC. CallStreet, FactSet of beliefs or opinions the represent not do an such sellor to offer an as or advice other orfinancial as construedbe to not is and purposes, forsolely information published the of p the meetto timeliness designed advice as construed be not or should It decisions. investment of integrity, basis primary the as used accuracy, be to intended completeness, the guarantee or endorse her provided information any of warrant, use a the with, be associated not to purport do not does we and such, us by As guaranteed not data. is but available reliable be to believe we sources on based is herein information The Disclaimer LLC CallStreet, FactSet Copyrighted All LLC. othertrademarks mentionCallStreet, are report this of appearance and contents The CONSE THE INFORMATIONPOSSIBILITY SUCHUNDER LOSSES, PROVIDEDARISING OF CONNECTION ORIN HEREI WITH SPECIAL, INCIDENTAL, INDIRECT, ANY FOR A IS PARTIES ANY SUCH OF EVEN IF COMMERCIAL LOSSES DAMAGES, OR MALFUNCTION, INTANGIBLE OTHER USE,OR COMPUTERDATA OR FAILURE LIABLE BE WILL SUPPLIERS SECUR OR STOPPAGE, REVENUES, OR DAMAGES PROFITS WORK LIMITATION LOST GOODWILL, FOR PUNITIVEINCLUDING DAMAGES, WITHOUT LICENSORS ASSOCIATES, BUSINESS AFFILIATES, PARTNERS, day. great ahave you and Thank disconnect. nowYou may call. conference today’s does conclude That Operator: you. Thank anytime. at us contact hesitate to If day. at our investor youweek next of most forwardto seeing do look morning. We this yourattention and time for you much very Thank closing remar for Harris to Daniel back the call to turn like now would I queue. the in questions further any notyou. showing I’m Thank Operator:

offer or solicitation would be illegal. Any information expressed herein on this date is subject to change without notice. An notice. without change to subject is date this on herein expressed information Any illegal. be would solicitation or offer

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