Och-Ziff Capital Management Group

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Och-Ziff Capital Management Group LLC Reports 2011 Second Quarter Results
2011 Second Quarter Dividend of $0.14 per Class A Share

NEW YORK, Aug. 2, 2011 /PRNewswire via COMTEX/ --

Och-Ziff Capital Management Group LLC (NYSE: OZM) (the "Company" or "Och-Ziff") today reported a GAAP Net Loss(1) of $93.4 million, or $0.96 per basic and diluted Class A Share, for the second quarter ended June 30, 2011. The Company also declared a $0.14 per share cash dividend on its Class A Shares for the 2011 second quarter.

Summary Highlights

  • Distributable Earnings of $67.7 million, or $0.16 per Adjusted Class A Share, for the 2011 second quarter, 19% higher than $57.0 million, or $0.14 per Adjusted Class A Share, for the 2010 second quarter
  • Assets under management of $29.3 billion as of July 1, 2011, compared to $29.0 billion as of April 1, 2011 and 16% higher than $25.3 billion as of July 1, 2010
  • Estimated assets under management of $29.9 billion as of August 1, 2011, reflecting year-to-date capital net inflows of $1.1 billion and performance-related appreciation of $900 million
  • Estimated year-to-date net returns through July 31, 2011 of the OZ Master Fund of 3.4%, the OZ Europe Master Fund of 0.2%, the OZ Asia Master Fund of 2.2% and the OZ Global Special Investments Master Fund of 6.1%

"We again generated strong, risk-adjusted returns and preserved fund investor capital during the second quarter and in July," said Dan Och, Chairman and Chief Executive Officer of Och-Ziff. "Our multi-strategy approach and international capabilities enabled us to be nimble in adjusting our portfolio allocations to take advantage of investment opportunities despite market conditions which became increasingly volatile. As a result, we continued to build on our long history of generating profits for our fund investors because we were able to capitalize on a range of opportunities across geographies.

"Investors continue to actively seek access to investment managers that generate risk-adjusted returns which have a low correlation to the equity markets and consistently protect capital. We believe that this focus has led to increased allocations to the hedge fund industry in the first half of this year, and that this acceleration will continue."

GAAP NET LOSS ALLOCATED TO CLASS A SHAREHOLDERS

For the 2011 second quarter, Och-Ziff reported a GAAP Net Loss of $93.4 million, or $0.96 per basic and diluted Class A Share, compared to a GAAP Net Loss of $89.4 million, or $1.05 per basic and diluted Class A Share, for the 2010 second quarter. For the 2011 first half, Och-Ziff reported a GAAP Net Loss of $188.8 million, or $1.94 per basic and diluted Class A Share, compared to a GAAP Net Loss of $178.1 million, or $2.12 per basic and diluted Class A Share, for the 2010 first half.

The increase in the GAAP Net Loss for both periods was primarily due to an increase in the Company's interest in its principal operating subsidiaries (the "Och-Ziff Operating Group") due to the vesting of Class A Restricted Share Units ("RSUs") and the exchange of Och-Ziff Operating Group A Units ("Group A Units") for Class A Shares. As a result of these exchanges, a larger share of the losses of the Och-Ziff Operating Group was allocated to the Company. Offsetting the increase in the GAAP Net Loss was an improvement in the results of the Och-Ziff Operating Group, driven primarily by increased revenues as well as lower non-cash expenses associated with the Company's reorganization in connection with its initial public offering ("IPO").

The GAAP Net Loss in the 2011 second quarter and first half primarily resulted from non-cash expenses of $399.3 million and $805.2 million, respectively, associated with the Company's reorganization in connection with its IPO in November 2007. These expenses are related to the amortization of Group A Units, which represent equity interests in the Och-Ziff Operating Group that were issued to the Company's pre-IPO owners in exchange for their pre-IPO interests in those subsidiaries. The Group A Units generally vest annually over five years through November 2012. Accordingly, the amortization of these expenses is expected to result in a GAAP Net Loss on an annual basis through 2012. Once vested, Group A Units may be exchanged on a one-to-one basis for Class A Shares.

Additionally, the GAAP Net Loss in the 2011 second quarter and first half was driven by non-cash expenses of $35.8 million and $69.3 million, respectively, for the amortization of equity-based compensation. This expense primarily relates to RSUs awarded to all of the Company's employees in connection with its IPO, which vest annually over four years through November 2011, and subsequent compensation-related grants. Each RSU represents the right to receive one Class A Share upon vesting.

Throughout this press release, the Company presents financial measures that are not prepared in accordance with GAAP. For a discussion of these non-GAAP measures, please see the discussion of "Non-GAAP and Segment Financial Measures" at the end of this press release.

(1) References to the Company's GAAP Net Loss throughout this press release refer to the Company's GAAP net loss allocated to Class A Shareholders.

DISTRIBUTABLE EARNINGS (NON-GAAP)

The Company's Distributable Earnings for the 2011 second quarter were $67.7 million, or $0.16 per Adjusted Class A Share, 19% higher than $57.0 million, or $0.14 per Adjusted Class A Share, in the 2010 second quarter. Distributable Earnings for the 2011 first half were $132.9 million, or $0.32 per Adjusted Class A Share, 25% higher than $106.2 million, or $0.26 per Adjusted Class A Share, in the 2010 first half.

The increase for both periods was primarily attributable to higher management fees as a result of growth in the Company's assets under management. Also contributing to the increase for the year-to-date period was higher incentive income, which was primarily due to amounts taken as tax distributions in the first quarter of 2011. These amounts are distributed to the Company to cover tax liabilities on incentive income which has been accrued by certain of the funds the Company manages, but will not be realized until the end of the relevant measurement period. These amounts relate to assets under management that have measurement periods of longer than one year. The higher revenues in both periods were partially offset by higher compensation and non-compensation expenses.

Distributable Earnings is a non-GAAP measure. For reconciliations of Distributable Earnings to the respective GAAP Net Losses for the periods discussed above, please see Exhibits 2 and 3 that accompany this press release. Additionally, please see the discussion of "Non-GAAP and Segment Financial Measures" at the end of this press release, including the definitions of Distributable Earnings and Adjusted Class A Shares.

ASSETS UNDER MANAGEMENT

Och-Ziff's assets under management were $29.8 billion as of June 30, 2011, compared to $29.0 billion as of March 31, 2011 and $25.5 billion as of June 30, 2010. The $4.3 billion, or 17%, year-over-year increase was driven by performance-related appreciation of $2.7 billion and capital net inflows of $1.6 billion.

Assets under management by fund:









% Change (1)

(dollars in billions)

June 30,
2011


March 31,
2011


June 30,
2010


Jun. 2011 vs.
Mar. 2011


Jun. 2011 vs.
Jun. 2010











OZ Master Fund

20.7


20.1


18.4


3%


13%

OZ Europe Master Fund

2.7


2.9


2.9


-8%


-7%

OZ Asia Master Fund

1.7


1.6


1.3


1%


25%

OZ Global Special Investments
Master Fund

1.1


1.2


1.2


-11%


-8%

Other (1) (2)

3.6


3.2


1.7


13%


110%


(1) Rounding differences may occur.

(2) Includes real estate funds and other alternative investment vehicles managed by the Company.

Estimated assets under management as of August 1, 2011 were $29.9 billion, which reflected estimated August 1, 2011 capital net inflows of approximately $600 million.

INVESTMENT PERFORMANCE

In the 2011 first half, performance-related appreciation was principally driven by credit-related and long/short equity special situations strategies.

Performance by fund(1):



2011


April


May


June


2Q


1H - 2011











OZ Master Fund

0.73%


-0.04%


-0.71%


-0.03%


3.34%

OZ Europe Master Fund

0.38%


0.20%


-2.21%


-1.64%


1.87%

OZ Asia Master Fund

0.80%


-1.68%


0.78%


-0.12%


1.33%

OZ Global Special Investments
Master Fund

0.95%


0.38%


0.49%


1.83%


6.54%


(1) Please see important disclosures on Exhibit 7 that accompanies this press release.

ECONOMIC INCOME FOR THE OCH-ZIFF FUNDS SEGMENT

The Company conducts substantially all of its business through the Och-Ziff Funds segment, which is currently the Company's only reportable segment under GAAP. This segment provides asset management services through the Company's hedge funds and other alternative investment vehicles.

The measures discussed below are presented on an Economic Income basis. For reconciliations of these segment measures to the respective GAAP measures, please see Exhibits 2through 5 that accompany this press release. Additionally, please see the discussion of "Non-GAAP and Segment Financial Measures" at the end of this press release.

Total Revenues - Segment

Total revenues for the 2011 second quarter were $128.0 million, a 13% increase from total revenues of $113.0 million for the 2010 second quarter. Management fees were $120.5 million, 13% higher than management fees of $107.0 million in the prior-year period. Incentive income was $6.9 million compared to $5.5 million in the prior-year period.

Total revenues for the 2011 first half were $249.0 million, a 17% increase from total revenues of $213.1 million for the 2010 first half. Management fees were $234.2 million, 13% higher than management fees of $206.6 million in the prior-year period. Incentive income was $13.8 million compared to $5.7 million in the prior-year period.

The year-over-year increase in total revenues for both periods was primarily attributable to the increase in management fees resulting from growth in the Company's assets under management. This growth was driven by a combination of performance-related appreciation and capital net inflows. The increase in incentive income for the year-to-date period was primarily due to amounts taken as tax distributions in the first quarter of 2011. These amounts are distributed to the Company to cover tax liabilities on incentive income which has been accrued by certain of the funds the Company manages, but will not be realized until the end of the relevant measurement period. These amounts relate to assets under management that have measurement periods of longer than one year.

Compensation and Benefits - Segment

Compensation and benefits for the 2011 second quarter totaled $22.2 million, 33% higher than compensation and benefits of $16.7 million for the 2010 second quarter. Compensation and benefits for the 2011 first half totaled $44.7 million, 28% higher than compensation and benefits of $34.8 million for the 2010 first half. The increase for both periods was principally attributable to higher guaranteed bonus accruals. Also contributing to the increases were higher salaries and benefits due to increased headcount.

Non-Compensation Expenses - Segment

Non-compensation expenses for the 2011 second quarter were $21.3 million, essentially unchanged from the 2010 second quarter. Non-compensation expenses for the 2011 first half were $41.0 million, essentially unchanged from the 2010 first half.

Economic Income - Segment

Economic Income for the Och-Ziff Funds segment for the 2011 second quarter was $84.5 million, 13% higher than Economic Income of $74.6 million for the 2010 second quarter. Economic Income for the Och-Ziff Funds segment for the 2011 first half was $163.5 million, a 20% increase from Economic Income of $136.7 million for the 2010 first half. The increase for both periods was driven by higher revenues, partially offset by higher compensation and benefits.

ECONOMIC INCOME FOR THE COMPANY'S OTHER OPERATIONS (NON-GAAP)

The Company's Other Operations are currently comprised of its real estate business, which provides asset management services to its real estate funds, and investments in businesses established to expand certain of the Company's private investment platforms. The businesses and investments within the Company's Other Operations are not included in the results of the Och-Ziff Funds segment.

Economic Income for the Company's Other Operations for the 2011 second quarter was $1.9 million, compared to a net loss of $2.9 million for the 2010 second quarter. Economic Income for the Company's Other Operations for the 2011 first half was $3.4 million, compared to a net loss of $7.2 million for the 2010 first half. The improvement in both periods was principally due to higher management fees related to the launch of the Company's second domestic real estate fund, as well as lower expenses associated with the Company's Asia Real Estate business. These increases in Economic Income were partially offset by higher non-compensation expenses due to the reimbursement of organization expenses related to the Company's new real estate fund recognized in 2010.

Economic Income for the Company's Other Operations is a non-GAAP measure. For reconciliations of Economic Income for the Company's Other Operations to the respective GAAP Net Losses for the periods discussed above, please see Exhibits 2 and 3 that accompany this press release. Additionally, please see the discussion of "Non-GAAP and Segment Financial Measures" at the end of this press release.

ECONOMIC INCOME FOR THE COMPANY (NON-GAAP)

Economic Income for the Company for the 2011 second quarter was $86.4 million, a 21% increase from Economic Income of $71.6 million for the 2010 second quarter. Economic Income for the Company for the 2011 first half was $166.9 million, a 29% increase from Economic Income of $129.5 million for the 2010 first half. The increase for both periods was primarily due to increased revenues that were partially offset by higher compensation and non-compensation expenses.

Economic Income for the Company is a non-GAAP measure. For reconciliations of Economic Income for the Company to the respective GAAP Net Losses for the periods discussed above, please see Exhibits 2 and 3 that accompany this press release. Additionally, please see the discussion of "Non-GAAP and Segment Financial Measures" at the end of this press release.

CAPITAL

As of June 30, 2011, the number of Class A Shares outstanding was 96,940,675. For purposes of calculating Distributable Earnings per Share, the Company assumes that all interests of its partners and the Ziffs in the Och-Ziff Operating Group ("Partner Units") and RSUs outstanding during the period have been converted on a one-to-one basis into Class A Shares. For the second quarter and first half ended June 30, 2011, the total weighted-average Adjusted Class A Shares outstanding were 415,222,891 and 415,127,555, respectively.

DIVIDEND

The Board of Directors of Och-Ziff authorized a 2011 second-quarter dividend of $0.14 per Class A Share. The dividend is payable on August 22, 2011 to holders of record as of the close of business on August 15, 2011. The ex-dividend date will be August 11, 2011.

For U.S. federal income tax purposes, the dividend will be treated as a partnership distribution. Based on the best information currently available, the Company estimates that when calculating withholding taxes, the entire amount of the 2011 second-quarter dividend will be treated as U.S. source dividend income.

Non-U.S. holders of Class A Shares are generally subject to U.S. federal withholding tax at a rate of 30% (subject to reduction by applicable treaty or other exception) on their share of U.S. source dividends and certain other types of U.S. source income realized by the Company. With respect to interest, however, no withholding is generally required if proper certification (on an IRS Form W-8) of a beneficial owner's foreign status has been filed with the withholding agent. Non-U.S. holders must generally provide the withholding agent with a properly completed IRS Form W-8 to obtain any reduction in withholding.

* * * *

The Company will host a conference call today, August 2, 2011, at 8:30 a.m. Eastern Time to discuss its 2011 second-quarter and first-half results. The call will be open to the public and can be accessed by dialing +1-888-713-4213 (callers inside the U.S.) or +1-617-213-4865 (callers outside the U.S.). The number should be dialed at least ten minutes prior to the start of the call. The passcode for the call will be 38073683. A simultaneous webcast of the call will be available to the public on a listen-only basis on the Class A Shareholders page of the Company's website at www.ozcap.com.

For those unable to listen to the live broadcast, a replay will be available by dialing +1-888-286-8010 (callers inside the U.S.) or +1-617-801-6888 (callers outside the U.S.), passcode 21335042, beginning approximately two hours after the event for two weeks. A webcast replay of the event will also be available on the Class A Shareholders section of the Company's website.

* * * *

Non-GAAP and Segment Financial Measures

In addition to analyzing the Company's results on a GAAP basis, Och-Ziff's management also reviews the Company's results on an "Economic Income" basis. Economic Income for the Company, the Och-Ziff Funds segment and Other Operations excludes the adjustments described below that are required for presentation of the Company's results on a GAAP basis, but that management does not consider when evaluating the operating performance of the Company in any given period. Management therefore uses Economic Income as the basis on which it evaluates the performance of the Company's business and makes resource allocation and other operating decisions. Management considers it important that investors review the same operating information that it uses.

Economic Income is a measure of pre-tax operating performance that excludes the following from the Company's results on a GAAP basis:

  • Income allocations to the Company's partners and Ziff Investors Partnership, L.P. II and certain of its affiliates and control persons (the "Ziffs") on their direct interests in the Och-Ziff Operating Group. Management reviews operating performance at the Och-Ziff Operating Group level, where substantially all of the Company's operations are performed, prior to making any income allocations;
  • Reorganization expenses related to the Company's IPO, equity-based compensation expenses and depreciation and amortization expenses, as management does not consider these non-cash expenses to be reflective of operating performance;
  • Changes in the tax receivable agreement liability and net gains (losses) on investments in Och-Ziff funds, as management does not consider these items to be reflective of operating performance; and
  • Amounts related to the consolidated Och-Ziff funds, including the related eliminations of management fees and incentive income, as management reviews the total amount of management fees and incentive income earned in relation to total assets under management and fund performance.

In addition, deferred cash compensation expense and expenses related to compensation arrangements based on annual investment performance are recognized in full on the date they are determined (generally in the fourth quarter of each year), as management determines the total amount of compensation based on the Company's performance in the year of the award.

Management evaluates Economic Income for the Och-Ziff Funds segment, the Company's only reportable segment under GAAP, and for the Company's Other Operations. Economic Income for Other Operations is a non-GAAP measure that is calculated on the same basis as the methodology that is used to calculate Economic Income for the Och-Ziff Funds segment. Economic Income for the Company is a non-GAAP measure that equals the sum of Economic Income for the Och-Ziff Funds segment and for the Company's Other Operations.

As a result of the adjustments described above, management fees, compensation and benefits, non-compensation expenses and net loss (income) allocated to partners' and others' interests in consolidated subsidiaries are presented on an Economic Income basis for the Company's Other Operations and the Company, and are also non-GAAP measures. No adjustments to the GAAP basis have been made for incentive income, other revenues and net gains (losses) on joint ventures.

Distributable Earnings is a non-GAAP measure of after-tax operating performance and equals Economic Income for the Company less Adjusted Income Taxes. Adjusted Income Taxes are estimated assuming the conversion of all outstanding Partner Units into Class A Shares, on a one-to-one basis. Therefore, all income (loss) of the Och-Ziff Operating Group allocated to the partners is treated as if it were allocated to Och-Ziff Capital Management Group LLC. Partner Units represent interests in the Och-Ziff Operating Group held by the partners and the Ziffs, including the Group A Units and other non-equity profits interests in the Och-Ziff Operating Group that may convert into Group A Units upon the occurrence of certain events. Distributable Earnings per Share is equal to Distributable Earnings divided by the weighted-average number of Adjusted Class A Shares. Adjusted Class A Shares are determined assuming all Partner Units and RSUs are converted on a one-to-one basis into Class A Shares. Management uses Distributable Earnings, among other financial data, to determine the earnings available to distribute as dividends to holders of the Company's Class A Shares and to the Company's partners and the Ziffs with respect to their Partner Units.

The Company's non-GAAP measures should not be considered as alternatives to the Company's GAAP Net Loss or cash flow from operations, or as indicative of liquidity or the cash available to fund operations. The Company's non-GAAP measures may not be comparable to similarly-titled measures used by other companies.

Reconciliations of these non-GAAP measures to the most directly comparable financial measures calculated and presented in accordance with GAAP are included in Exhibits 2 through 5 attached to this press release.

* * * *

Forward-Looking Statements

This press release may contain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, which reflect the Company's current views with respect to, among other things, future events and financial performance. The Company generally identifies forward-looking statements by terminology such as "outlook," "believe," "expect," "potential," "continue," "may," "will," "should," "could," "seek," "approximately," "predict," "intend," "plan," "estimate," "anticipate," "opportunity," "comfortable," "assume," "remain," "maintain," "sustain," "achieve," "see," "think," "position," or the negative version of those words or other comparable words.

Any forward-looking statements contained in this press release are based upon historical information and on the Company's current plans, estimates and expectations. The inclusion of this or any other forward-looking information should not be regarded as a representation by the Company or any other person that the future plans, estimates or expectations contemplated by the Company will be achieved. The Company cautions that forward-looking statements are subject to numerous assumptions, estimates, risks and uncertainties, including but not limited to: global economic, business, market and geopolitical conditions; the failure or perceived risk of failure by the U.S. Government to increase the debt ceiling, any resulting default by the U.S. Government on its financial obligations or any downgrade or perceived risk of downgrade in the credit ratings of the U.S. Government; U.S. and foreign regulatory developments relating to, among other things, financial institutions and markets, government oversight and taxation; the conditions impacting the hedge fund industry; the Company's ability to successfully compete for fund investors, assets, professional talent and investment opportunities; the Company's ability to retain its partners, managing directors and investment professionals; the Company's successful formulation and execution of its business and growth strategies; the Company's ability to appropriately manage conflicts of interest; tax and other regulatory factors relevant to the Company's business; as well as assumptions relating to the Company's operations, investment performance, financial results, financial condition, business prospects, growth strategy and liquidity.

If one or more of these or other risks or uncertainties materialize, or if the Company's assumptions or estimates prove to be incorrect, the Company's actual results may vary materially from those indicated in these statements. These factors are not and should not be construed as exhaustive and should be read in conjunction with the other cautionary statements that are included in the Company's filings with the Securities and Exchange Commission ("SEC"), including but not limited to the Company's Annual Report on Form 10-K for the year ended December 31, 2010 filed with the SEC on February 28, 2011. The forward-looking statements contained in this press release are made only as of the date of this press release. The Company does not undertake to update any forward-looking statement, whether as a result of new information, future developments or otherwise.

This press release does not constitute an offer of any Och-Ziff fund.

* * * *

About Och-Ziff Capital Management Group LLC

Och-Ziff Capital Management Group LLC is one of the largest institutional alternative asset managers in the world with offices in New York, London, Hong Kong, Mumbai and Beijing. Och-Ziff's funds seek to generate consistent, positive, risk-adjusted returns across market cycles with low volatility and low correlation to the equity markets, and with an emphasis on preservation of capital. Och-Ziff's multi-strategy approach combines global investment strategies, including convertible and derivative arbitrage, credit, long/short equity special situations, merger arbitrage, private investments and structured credit. As of August 1, 2011, Och-Ziff had approximately $29.9 billion in assets under management. For more information, please visit Och-Ziff's website at www.ozcap.com.

Exhibit 1

OCH-ZIFF CAPITAL MANAGEMENT GROUP LLC

Consolidated Statements of Operations (Unaudited)

(dollars in thousands, except per share amounts)











Three Months Ended June 30,


Six Months Ended June 30,


2011


2010


2011


2010









Revenues








Management fees

$ 128,344


$ 110,214


$ 249,690


$ 211,956

Incentive income

6,867


5,536


13,833


5,722

Other revenues

678


720


1,036


1,111

Income of consolidated Och-Ziff funds

11,396


7,454


21,134


14,570

Total Revenues

147,285


123,924


285,693


233,359









Expenses








Compensation and benefits

61,243


51,729


120,448


104,921

Reorganization expenses

399,312


411,789


805,167


836,595

Interest expense

1,843


1,936


3,891


3,893

General, administrative and other

27,319


23,538


52,424


46,130

Expenses of consolidated Och-Ziff funds

2,480


4,297


3,930


5,379

Total Expenses

492,197


493,289


985,860


996,918









Other Income








Net gains (losses) on investments in
Och-Ziff funds and joint ventures

36


(602)


212


(549)

Change in deferred income of consolidated Och-Ziff funds

(649)


(3,244)


(2,975)


(5,131)

Net gains of consolidated Och-Ziff funds

2,912


16,151


11,199


22,342

Total Other Income

2,299


12,305


8,436


16,662









Loss before Income Taxes

(342,613)


(357,060)


(691,731)


(746,897)

Income taxes

9,413


7,744


18,039


16,543

Consolidated Net Loss

$ (352,026)


$ (364,804)


$ (709,770)


$ (763,440)









Net Loss Allocated to Partners' and Others'
Interests in Consolidated Subsidiaries

$ (258,664)


$ (275,383)


$ (520,944)


$ (585,380)









Net Loss Allocated to Class A Shareholders

$ (93,362)


$ (89,421)


$ (188,826)


$ (178,060)









Net Loss Per Class A Share








Basic and diluted

$ (0.96)


$ (1.05)


$ (1.94)


$ (2.12)









Weighted-Average Class A Shares Outstanding








Basic and diluted

97,705,327


85,432,135


97,261,490


84,078,032

Exhibit 2

OCH-ZIFF CAPITAL MANAGEMENT GROUP LLC

Reconciliation of Non-GAAP and Segment Financial Measures to U.S. GAAP Measures (Unaudited)

(dollars in thousands, except per share amounts)


























Three Months Ended June 30, 2011


Three Months Ended June 30, 2010


Och-Ziff Funds

Segment


Other

Operations


Total
Company


Och-Ziff Funds

Segment


Other

Operations


Total
Company













Net income (loss) allocated to Class A
Shareholders - U.S. GAAP

$ (93,579)


$ 217


$ (93,362)


$ (81,468)


$ (7,953)


$ (89,421)

Reorganization expenses

399,312


-


399,312


411,789


-


411,789

Net loss allocated to the Och-Ziff
Operating Group A Units

(269,263)


-


(269,263)


(291,728)


-


(291,728)

Equity-based compensation

34,217


1,588


35,805


24,710


3,828


28,538

Income taxes

9,413


-


9,413


6,574


1,170


7,744

Depreciation and amortization

2,203


186


2,389


2,095


186


2,281

Amortization of deferred cash
compensation and expenses related
to compensation arrangements based
on annual fund performance

1,535


-


1,535


1,462


-


1,462

Net (gains) losses on investments in Och-
Ziff funds

(5)


(69)


(74)


611


(195)


416

Changes in the tax receivable agreement
liability

43


-


43


124


-


124

Other

577


22


599


407


28


435

Economic Income - Non-GAAP

$ 84,453


$ 1,944


86,397


$ 74,576


$ (2,936)


71,640

Adjusted Income Taxes - Non-GAAP(1)





(18,714)






(14,596)

Distributable Earnings - Non-GAAP





$ 67,683






$ 57,044













Weighted-Average Class A Shares
Outstanding





97,705,327






85,432,135

Weighted-Average Partner Units





304,419,758






309,641,157

Weighted-Average Class A Restricted
Share Units (RSUs)




13,097,806






14,000,644

Weighted-Average Adjusted Class A
Shares




415,222,891






409,073,936













Distributable Earnings Per Adjusted
Class A Share - Non-GAAP





$ 0.16






$ 0.14













(1) Presents an estimate of income tax expense by assuming the conversion of all Partner Units into Class A Shares, on a one-to-one basis.

Therefore, all income (loss) of the Och-Ziff Operating Group allocated to the Partner Units is treated as if it were allocated to

Och-Ziff Capital Management Group LLC.

Exhibit 3

OCH-ZIFF CAPITAL MANAGEMENT GROUP LLC

Reconciliation of Non-GAAP and Segment Financial Measures to U.S. GAAP Measures (Unaudited)

(dollars in thousands, except per share amounts)


























Six Months Ended June 30, 2011


Six Months Ended June 30, 2010


Och-Ziff Funds

Segment


Other

Operations


Total
Company


Och-Ziff Funds

Segment


Other

Operations


Total
Company













Net income (loss) allocated to Class A
Shareholders - U.S. GAAP

$ (189,168)


$ 342


$ (188,826)


$ (160,710)


$ (17,350)


$ (178,060)

Reorganization expenses

805,167


-


805,167


836,595


-


836,595

Net loss allocated to the Och-Ziff
Operating Group A Units

(546,251)


-


(546,251)


(611,729)


-


(611,729)

Equity-based compensation

66,146


3,157


69,303


51,758


7,615


59,373

Income taxes

18,399


(360)


18,039


14,126


2,417


16,543

Depreciation and amortization

4,493


370


4,863


4,195


371


4,566

Amortization of deferred cash
compensation and expenses related
to compensation arrangements based
on annual fund performance

3,224


-


3,224


1,650


-


1,650

Net (gains) losses on investments in Och-
Ziff funds

(66)


(181)


(247)


233


(315)


(82)

Changes in the tax receivable agreement
liability

155


-


155


(140)


-


(140)

Other

1,413


47


1,460


745


61


806

Economic Income - Non-GAAP

$ 163,512


$ 3,375


166,887


$ 136,723


$ (7,201)


129,522

Adjusted Income Taxes - Non-GAAP(1)





(34,023)






(23,294)

Distributable Earnings - Non-GAAP





$ 132,864






$ 106,228













Weighted-Average Class A Shares
Outstanding





97,261,490






84,078,032

Weighted-Average Partner Units





304,815,284






310,194,307

Weighted-Average Class A Restricted
Share Units (RSUs)




13,050,781






14,335,193

Weighted-Average Adjusted Class A
Shares




415,127,555






408,607,532













Distributable Earnings Per Adjusted
Class A Share - Non-GAAP





$ 0.32






$ 0.26













(1) Presents an estimate of income tax expense by assuming the conversion of all Partner Units into Class A Shares, on a one-to-one basis.

Therefore, all income (loss) of the Och-Ziff Operating Group allocated to the Partner Units is treated as if it were allocated to

Och-Ziff Capital Management Group LLC.

Exhibit 4

OCH-ZIFF CAPITAL MANAGEMENT GROUP LLC

Components of Economic Income and Reconciliation of Certain Non-GAAP Measures to the Respective U.S. GAAP Measures (Unaudited)(1)

(dollars in thousands)


























Three Months Ended June 30, 2011


Three Months Ended June 30, 2010


Och-Ziff Funds

Segment


Other

Operations


Total
Company


Och-Ziff Funds

Segment


Other

Operations


Total
Company













Management fees - U.S. GAAP

$ 123,557


$ 4,787


$ 128,344


$ 109,215


$ 999


$ 110,214

Adjustment to management fees(2)

(3,018)


-


(3,018)


(2,180)


-


(2,180)

Management Fees - Economic Income Basis - Non-GAAP

120,539


4,787


125,326


107,035


999


108,034

Incentive income(3)

6,867


-


6,867


5,536


-


5,536

Other revenues(3)

590


88


678


448


272


720

Total Revenues - Economic Income Basis - Non-GAAP

$ 127,996


$ 4,875


$ 132,871


$ 113,019


$ 1,271


$ 114,290













Compensation and benefits - U.S. GAAP

$ 58,574


$ 2,669


$ 61,243


$ 43,318


$ 8,411


$ 51,729

Adjustment to compensation and benefits(4)

(36,329)


(1,588)


(37,917)


(26,579)


(3,828)


(30,407)

Compensation and Benefits - Economic Income Basis - Non-GAAP

$ 22,245


$ 1,081


$ 23,326


$ 16,739


$ 4,583


$ 21,322













Interest expense and general, administrative
and other expenses - U.S. GAAP

$ 28,086


$ 1,076


$ 29,162


$ 26,163


$ (689)


$ 25,474

Adjustment to interest expense and general,
administrative and other expenses(5)

(6,753)


(186)


(6,939)


(4,459)


(186)


(4,645)

Non-Compensation Expenses - Economic Income Basis - Non-GAAP

$ 21,333


$ 890


$ 22,223


$ 21,704


$ (875)


$ 20,829













Net gains (losses) on investments in Och-Ziff
funds and joint ventures - U.S. GAAP

$ 40


$ (4)


$ 36


$ (611)


$ 9


$ (602)

Adjustment to net gains (losses) on
investments in Och-Ziff funds and joint
ventures(6)

(5)


-


(5)


611


-


611

Net Gains (Losses) on Joint Ventures(7)

$ 35


$ (4)


$ 31


$ -


$ 9


$ 9













Net income (loss) allocated to partners' and
others' interests in consolidated subsidiaries
- U.S. GAAP

$ (269,187)


$ 10,523


$(258,664)


$ (292,357)


$ 16,974


$(275,383)

Adjustment to net income (loss) allocated to
partners' and others' interests
in consolidated subsidiaries(8)

269,187


(9,567)


259,620


292,357


(16,466)


275,891

Net Income (Loss) Allocated to Partners'
and Others' Interests in
Consolidated Subsidiaries - Economic
Income Basis - Non-GAAP(9)

$ -


$ 956


$ 956


$ -


$ 508


$ 508

(1) The items presented on an Economic Income basis above are the components that comprise Economic Income for the Och-Ziff Funds segment,

Other Operations and the Company.

(2) Adjustment to present management fees net of recurring placement and related service fees on assets under management, as management

considers these fees a reduction in management fees, not an expense. Additionally, the impact of the consolidated Och-Ziff funds,

including the related eliminations, is also removed.

(3) These items are presented on a U.S. GAAP basis, accordingly no adjustments to or reconciliations of these items are presented.

(4) Adjustment to exclude equity-based compensation, as management does not consider these non-cash expenses to be reflective of the

operating performance of the Company. Additionally, the full amount of deferred cash compensation and expenses related to compensation

arrangements based on annual investment performance is recognized on the date it is determined (generally in the fourth quarter of each year),

as management determines the total amount of compensation based on the Company's performance in the year of the award.

(5) Adjustment to exclude depreciation, amortization and changes in the tax receivable agreement liability, as management does not consider

these items to be reflective of the operating performance of the Company. Additionally, recurring placement and related service fees on assets

under management are excluded, as management considers these fees a reduction in management fees, not an expense.

(6) Adjustment to exclude net gains (losses) on investments in Och-Ziff funds, as management does not consider these gains (losses) to be reflective

of the operating performance of the Company.

(7) Represents the Company's net gains (losses) on joint ventures established to expand certain of the Company's private investments platforms.

(8) Adjustment to exclude amounts allocated to the partners and the Ziffs on their interests in the Och-Ziff Operating Group, as management

reviews the performance of the Company at the Och-Ziff Operating Group level. The Company conducts substantially all of its

activities through the Och-Ziff Operating Group. Additionally, the impact of the consolidated Och-Ziff funds, including the allocation of

earnings (losses) to investors in those funds, is also removed.

(9) Represents the residual interests in the domestic real estate management business not owned by the Company.

Exhibit 5

OCH-ZIFF CAPITAL MANAGEMENT GROUP LLC

Components of Economic Income and Reconciliation of Certain Non-GAAP Measures to the Respective U.S. GAAP Measures (Unaudited)(1)

(dollars in thousands)


























Six Months Ended June 30, 2011


Six Months Ended June 30, 2010


Och-Ziff Funds

Segment


Other

Operations


Total
Company


Och-Ziff Funds

Segment


Other

Operations


Total
Company













Management fees - U.S. GAAP

$ 240,617


$ 9,073


$ 249,690


$ 210,080


$ 1,876


$ 211,956

Adjustment to management fees(2)

(6,391)


-


(6,391)


(3,471)


-


(3,471)

Management Fees - Economic Income Basis - Non-GAAP

234,226


9,073


243,299


206,609


1,876


208,485

Incentive income(3)

13,833


-


13,833


5,722


-


5,722

Other revenues(3)

892


144


1,036


732


379


1,111

Total Revenues - Economic Income Basis - Non-GAAP

$ 248,951


$ 9,217


$ 258,168


$ 213,063


$ 2,255


$ 215,318













Compensation and benefits - U.S. GAAP

$ 115,455


$ 4,993


$ 120,448


$ 88,923


$ 15,998


$ 104,921

Adjustment to compensation and benefits(4)

(70,783)


(3,157)


(73,940)


(54,153)


(7,615)


(61,768)

Compensation and Benefits - Economic Income Basis - Non-GAAP

$ 44,672


$ 1,836


$ 46,508


$ 34,770


$ 8,383


$ 43,153













Interest expense and general, administrative
and other expenses - U.S. GAAP

$ 53,774


$ 2,541


$ 56,315


$ 48,981


$ 1,042


$ 50,023

Adjustment to interest expense and general,
administrative and other expenses(5)

(12,803)


(370)


(13,173)


(7,646)


(371)


(8,017)

Non-Compensation Expenses - Economic Income Basis - Non-GAAP

$ 40,971


$ 2,171


$ 43,142


$ 41,335


$ 671


$ 42,006













Net gains (losses) on investments in Och-Ziff
funds and joint ventures - U.S. GAAP

$ 270


$ (58)


$ 212


$ (468)


$ (81)


$ (549)

Adjustment to net gains (losses) on
investments in Och-Ziff funds and
joint ventures(6)

(66)


-


(66)


233


-


233

Net Gains (Losses) on Joint Ventures(7)

$ 204


$ (58)


$ 146


$ (235)


$ (81)


$ (316)













Net income (loss) allocated to partners' and
others' interests in consolidated
subsidiaries - U.S. GAAP

$ (541,083)


$ 20,139


$(520,944)


$ (611,721)


$ 26,341


$(585,380)

Adjustment to net income (loss) allocated to
partners' and others' interests in
consolidated subsidiaries(8)

541,083


(18,362)


522,721


611,721


(26,020)


585,701

Net Income (Loss) Allocated to Partners'
and Others' Interests in
Consolidated Subsidiaries - Economic
Income Basis - Non-GAAP(9)

$ -


$ 1,777


$ 1,777


$ -


$ 321


$ 321

(1) The items presented on an Economic Income basis above are the components that comprise Economic Income for the Och-Ziff Funds segment,

Other Operations and the Company.

(2) Adjustment to present management fees net of recurring placement and related service fees on assets under management, as management

considers these fees a reduction in management fees, not an expense. Additionally, the impact of the consolidated Och-Ziff funds, including

the related eliminations, is also removed.

(3) These items are presented on a U.S. GAAP basis, accordingly no adjustments to or reconciliations of these items are presented.

(4) Adjustment to exclude equity-based compensation, as management does not consider these non-cash expenses to be reflective of the

operating performance of the Company. Additionally, the full amount of deferred cash compensation and expenses related to compensation

arrangements based on annual investment performance is recognized on the date it is determined (generally in the fourth quarter of each year), as

management determines the total amount of compensation based on the Company's performance in the year of the award.

(5) Adjustment to exclude depreciation, amortization and changes in the tax receivable agreement liability, as management does not consider

these items to be reflective of the operating performance of the Company. Additionally, recurring placement and related service fees on assets

under management are excluded, as management considers these fees a reduction in management fees, not an expense.

(6) Adjustment to exclude net gains (losses) on investments in Och-Ziff funds, as management does not consider these gains (losses) to be

reflective of the operating performance of the Company.

(7) Represents the Company's net gains (losses) on joint ventures established to expand certain of the Company's private investments platforms.

(8) Adjustment to exclude amounts allocated to the partners and the Ziffs on their interests in the Och-Ziff Operating Group, as management

reviews the performance of the Company at the Och-Ziff Operating Group level. The Company conducts substantially all of its activities through

the Och-Ziff Operating Group. Additionally, the impact of the consolidated Och-Ziff funds, including the allocation of earnings (losses) to investors

in those funds, is also removed.

(9) Represents the residual interests in the domestic real estate management business not owned by the Company.

Exhibit 6

OCH-ZIFF CAPITAL MANAGEMENT GROUP LLC

Financial Supplement (Unaudited)

(dollars in millions)












Three Months
Ended June 30,


Six Months
Ended June 30,


Year Ended December 31,


2011


2011


2010


2009


2008











Total Assets Under Management (1)










Beginning of period balance

$ 29,030


$ 27,935


$ 23,080


$ 26,955


$ 33,387

Net flows

775


926


2,693


(8,053)


(722)

Appreciation (depreciation) (2)

(37)


907


2,162


4,178


(5,710)

End of Period Balance

$ 29,768


$ 29,768


$ 27,935


$ 23,080


$ 26,955











Total Assets Under Management by Fund










OZ Master Fund



$ 20,717


$ 19,625


$ 15,577


$ 16,396

OZ Europe Master Fund



2,676


2,958


2,957


5,084

OZ Asia Master Fund



1,658


1,535


1,246


2,439

OZ Global Special Investments Master Fund



1,089


1,240


1,999


1,910











Och-Ziff Funds - Net Returns (3)










OZ Master Fund

0.0%


3.3%


8.5%


23.1%


-15.9%

OZ Europe Master Fund

-1.6%


1.9%


7.5%


16.4%


-17.4%

OZ Asia Master Fund

-0.1%


1.3%


9.9%


34.0%


-30.9%

OZ Global Special Investments Master Fund

1.8%


6.5%


13.4%


8.4%


-8.3%











Past performance is no indication or guarantee of future results.

(1) Includes amounts invested by the Company, its partners and certain other related parties for which the Company charged no management fees

and received no incentive income for the periods presented. Amounts presented in this table are not the amounts used to calculate management fees

and incentive income for the respective periods.

(2) Appreciation (depreciation) reflects the aggregate net capital appreciation (depreciation) for the entire period and is presented on a total return basis,

net of all fees and expenses (except incentive income on certain unrealized private investments that could reduce returns on these investments at the

time of realization), and includes the reinvestment of all dividends and other income. Management fees and incentive income vary by product.

(3) Net return represents a composite of the average quarterly and year-to-date returns for the feeder funds that comprise each of the Company's

most significant master funds. Net return is presented on a total return basis net of all fees and expenses of the relevant fund (except incentive

income on certain unrealized private investments that could reduce returns on these investments at the time of realization) and includes the

reinvestment of all dividends and other income. Performance includes realized and unrealized gains and losses attributable to certain private and

initial public offering investments that are not allocated to all investors in the funds. Investors who do not participate in such investments or that pay

different fees may experience materially different returns.

Exhibit 7

OCH-ZIFF CAPITAL MANAGEMENT GROUP LLC

Fund Performance of Certain Och-Ziff Funds (Unaudited)
























2011


January


February


March


1Q


April


May


June


2Q


1H - 2011



















Och-Ziff Funds - Net Returns (1)



















OZ Master Fund


1.71%


1.14%


0.48%


3.36%


0.73%


-0.04%


-0.71%


-0.03%


3.34%

OZ Europe Master Fund


2.29%


0.91%


0.34%


3.57%


0.38%


0.20%


-2.21%


-1.64%


1.87%

OZ Asia Master Fund


0.98%


0.03%


0.44%


1.45%


0.80%


-1.68%


0.78%


-0.12%


1.33%

OZ Global Special Investments Master Fund


2.20%


1.77%


0.59%


4.62%


0.95%


0.38%


0.49%


1.83%


6.54%




















S&P 500 Index - Total Return (2)


2.37%


3.43%


0.04%


5.92%


2.96%


-1.13%


-1.67%


0.10%


6.02%




























2010


January


February


March


April


May


June


July


August


September


October


November


December


FY2010



























Och-Ziff Funds - Net Returns (1)


























OZ Master Fund

1.09%


0.40%


1.21%


0.88%


-1.71%


-0.53%


1.35%


0.19%


1.34%


2.38%


0.81%


0.85%


8.52%

OZ Europe Master Fund

2.47%


0.95%


0.93%


0.64%


-2.50%


-0.90%


0.94%


0.59%


1.78%


1.05%


0.07%


1.34%


7.52%

OZ Asia Master Fund

0.74%


0.43%


3.80%


1.15%


-3.11%


0.03%


0.47%


0.17%


1.54%


3.59%


0.06%


0.78%


9.90%

OZ Global Special Investments Master Fund

1.61%


0.98%


1.18%


1.11%


-1.39%


0.09%


1.25%


0.24%


2.07%


2.91%


0.86%


1.82%


13.43%



























S&P 500 Index - Total Return (2)

-3.60%


3.10%


6.03%


1.58%


-7.99%


-5.23%


7.01%


-4.51%


8.92%


3.81%


0.01%


6.68%


15.06%



























Past performance is no indication or guarantee of future results.

(1) Net return represents a composite of the average return for the feeder funds that comprise each of the Company's most significant

master funds. Net return is presented on a total return basis, net of all fees and expenses of the relevant fund (except incentive income

on certain unrealized private investments that could reduce returns on these investments at the time of realization)

and includes the reinvestment of all dividends and other income. Performance includes realized and unrealized gains and losses

attributable to certain private and initial public offering investments that are not allocated to all investors in the funds. Investors who do not

participate in such investments or that pay different fees may experience materially different returns.

(2) This comparison shows the returns of the S&P 500 Index (SPTR) (the "S&P 500 Index") against certain Och-Ziff funds (the "funds").

This comparison is intended solely for illustrative purposes to show the historical lack of correlation of the funds compared to the broader

markets, as represented by the S&P 500 Index, and should not be considered as an indication of how the funds will perform relative to

the S&P 500 Index in the future. The S&P 500 Index is not a performance benchmark of the funds. The funds are not managed to

correlate in any way with the returns or composition of the S&P 500 Index, which is unmanaged. It is not possible to invest in an

unmanaged index. You should not assume that there is any material overlap between the securities in the funds and those that comprise

the S&P 500 Index. The S&P 500 Index is an equity index whose value is calculated as the free-float weighted average of the share prices

of the 500 large-cap companies listed on the NYSE and NASDAQ. Returns of the S&P 500 Index have not been reduced by fees and

expenses associated with investing in securities and include the reinvestment of dividends.

SOURCE Och-Ziff Capital Management Group LLC

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