0001880661-23-000057 | 10-Q | XBRL Viewer

Debt Obligations (Tables)

6 Months Ended

Jun. 30, 2023

The following table summarizes the Company’s and its subsidiaries’ debt obligations (in thousands):


					As of June 30, 2023				As of December 31, 2022
	Debt Origination Date	Maturity Date	Borrowing Capacity		Carrying Value		Interest Rate		Carrying Value		Interest Rate
Senior Unsecured Revolving Credit Facility (a)	March 2011	July 2027	$	700,000	$	—	6.24	%	$	—	5.46	%
Subordinated Credit Facility (b)	August 2014	August 2024	30,000		—		7.49	%	—		6.71	%
Senior Unsecured Term Loan (c)	December 2021	December 2024	200,000		199,488		6.24	%	199,307		5.46	%
Secured Borrowings - Tranche A (d)	May 2018	June 2038	200,000		196,310		5.33	%	196,186		5.33	%
Secured Borrowings - Tranche B (d)	October 2019	June 2038	50,000		49,103		4.75	%	49,073		4.75	%
364-Day Revolving Credit Facility (e)	April 2023	April 2024	150,000		—		7.14	%	—		—	%
Total debt obligations			$	1,330,000	$	444,901			$	444,566

_______________

(a)In July 2022, TPG Operating Group II, L.P., as borrower, entered into a fifth amendment and restatement of its senior unsecured revolving credit facility (the “Amended Senior Unsecured Revolving Credit Facility”) to among other things, (i) extend the maturity date of the revolving credit facility from November 2025 to July 2027, (ii) increase the aggregate revolving commitments thereunder from $300.0 million to $700.0 million and (iii) replace the London Interbank Offered Rate (“LIBOR”) as the applicable reference rate with the Secured Overnight Financing Rate

(“SOFR”) and otherwise conform the credit facility to accommodate SOFR as the reference rate. Dollar-denominated principal amounts outstanding under the Amended Senior Unsecured Revolving Credit Facility accrue interest, at the option of the applicable borrower, either (i) at a base rate plus applicable margin not to exceed 0.25% per annum or (ii) at a term SOFR rate plus a 0.10% per annum adjustment and an applicable margin not to exceed 1.25%. The Company is also required to pay a quarterly commitment fee on the unused commitments under the Amended Senior Unsecured Revolving Credit Facility not to exceed 0.15% per annum, as well as certain customary fees for any issued letters of credit. In August 2022, the Company entered into a first amendment to the Amended Senior Unsecured Revolving Credit Facility, which provides that if the Company is not publicly rated, the applicable margin for borrowings under the facility may be determined using the Company’s leverage ratio.

(b)A consolidated subsidiary of the Company entered into two $15.0 million subordinated revolving credit facilities (collectively, the “Subordinated Credit Facility”), for a total commitment of $30.0 million. The Subordinated Credit Facility is available for direct borrowings and is guaranteed by certain members of the TPG Operating Group. In August 2022, the subsidiary extended the maturity date of the Subordinated Credit Facility from August 2023 to August 2024 and replaced LIBOR as the applicable reference rate with SOFR, and otherwise conforms the agreements to accommodate SOFR as the reference rate. The interest rate for borrowings under the Subordinated Credit Facility is calculated at a term SOFR rate plus a 0.10% per annum adjustment and 2.25%.

(c)In December 2021, the Company entered into a credit agreement (the “Senior Unsecured Term Loan Agreement”). In July 2022, the Company entered into an amended and restated term loan agreement (the “Amended Senior Unsecured Term Loan Agreement”). The Amended Senior Unsecured Term Loan Agreement, among other things, replaces LIBOR as the applicable reference rate with SOFR, and otherwise conforms the term loan agreement to accommodate SOFR as the reference rate. Principal amounts outstanding under the Amended Senior Unsecured Term Loan Agreement accrue interest, at the option of the borrower, either (i) at a base rate plus an applicable margin of 0.00% or (ii) at a term SOFR rate plus a 0.10% per annum adjustment and an applicable margin of 1.00%.

(d)The Company’s secured borrowings are issued using on-balance sheet securitization vehicles, as further discussed in Note 7 to the Condensed Consolidated Financial Statements. The secured borrowings are repayable only from collections on the underlying securitized equity method investments and restricted cash. The secured borrowings are separated into two tranches. Tranche A secured borrowings were issued in May 2018 at a fixed rate of 5.33% with an aggregate principal balance of $200.0 million due June 21, 2038, with interest paid semiannually. Tranche B secured borrowings were issued in October 2019 at a fixed rate of 4.75% with an aggregate principal balance of $50.0 million due June 21, 2038, with interest paid semiannually. The secured borrowings contain an optional redemption feature giving the Company the right to call the notes in full or in part. If the secured borrowings are not redeemed on or prior to June 20, 2028, the Company is required to pay additional interest equal to 4.00% per annum. The secured borrowings contain covenants and conditions customary in transactions of this nature, including negative pledge provisions, default provisions and operating covenants, limitations on certain consolidations, mergers and sales of assets. At June 30, 2023, the Company is in compliance with these covenants and conditions.

(e)On April 14, 2023, a consolidated subsidiary of the Company entered into a 364-day revolving credit facility (the “364-Day Credit Facility”) with Mizuho Bank, Ltd., acting as administrative agent, to provide the subsidiary with revolving borrowings of up to $150.0 million. Borrowings under the 364-Day Credit Facility are subject to one of three interest rates depending on the type of drawdown requested. Alternate Base Rate (“ABR”) loans are denominated in US Dollars and subject to a variable interest rate computed daily as the higher of the Federal Funds Rate plus 0.50% or the one-month Term SOFR plus 1.00%, plus an applicable margin of between 1.00% and 2.00%, depending on the term of the loan. Term Benchmark Loans may be denominated in US Dollars or Euros, and are subject to a fixed interest rate computed as the SOFR rate for a period comparable to the term of the loan in effect two business days prior to the date of borrowing, plus an applicable margin of between 2.00% and 3.00%, depending on the term of the loan. Risk-Free Rate (“RFR”) loans are denominated in Sterling and subject to a fixed interest rate computed daily as the Sterling Overnight Index Average (“SONIA”) in effect five business days prior to the date of borrowing, plus an applicable margin of between 2.00% and 3.00%, depending on the term of the loan. The subsidiary is also required to a pay a quarterly facility fee equal to 0.30% per annum of the total facility capacity of $150.0 million, as well as certain customary fees for any issued loans. The Company entered into an equity commitment letter in connection with the 364-Day Credit Facility, committing to provide capital contributions, if and when required, to the consolidated subsidiary throughout the life of the facility.

- Definition

Tabular disclosure of long-debt instruments or arrangements, including identification, terms, features, collateral requirements and other information necessary to a fair presentation. These are debt arrangements that originally required repayment more than twelve months after issuance or greater than the normal operating cycle of the entity, if longer.

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+ Details

Debt Obligations

6 Months Ended

Jun. 30, 2023

Debt Disclosure [Abstract]

Debt Obligations

The following table summarizes the Company’s and its subsidiaries’ debt obligations (in thousands):


					As of June 30, 2023				As of December 31, 2022
	Debt Origination Date	Maturity Date	Borrowing Capacity		Carrying Value		Interest Rate		Carrying Value		Interest Rate
Senior Unsecured Revolving Credit Facility (a)	March 2011	July 2027	$	700,000	$	—	6.24	%	$	—	5.46	%
Subordinated Credit Facility (b)	August 2014	August 2024	30,000		—		7.49	%	—		6.71	%
Senior Unsecured Term Loan (c)	December 2021	December 2024	200,000		199,488		6.24	%	199,307		5.46	%
Secured Borrowings - Tranche A (d)	May 2018	June 2038	200,000		196,310		5.33	%	196,186		5.33	%
Secured Borrowings - Tranche B (d)	October 2019	June 2038	50,000		49,103		4.75	%	49,073		4.75	%
364-Day Revolving Credit Facility (e)	April 2023	April 2024	150,000		—		7.14	%	—		—	%
Total debt obligations			$	1,330,000	$	444,901			$	444,566

_______________

During the three and six months ended June 30, 2023, the Company incurred interest expense of $7.1 million and $13.2 million, respectively, on its debt obligations. During the three and six months ended June 30, 2022, the Company incurred interest expense of $4.4 million and $8.3 million, respectively, on its debt obligations.

At June 30, 2023 and December 31, 2022, the fair value of the Company’s senior unsecured term loan was $200.0 million and $199.2 million, respectively, which approximates its carrying amount represented in the Condensed Consolidated Statements of Financial Condition due to its variable rate nature.

At June 30, 2023 and December 31, 2022, the estimated fair value of the secured borrowings based on current market rates and credit spreads for debt with similar maturities was $233.5 million and $231.5 million, respectively, and the carrying value, excluding unamortized issuance costs, was $250.0 million at June 30, 2023 and December 31, 2022.

- Definition

The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants.

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+ Details

Equity - Narrative (Details)							3 Months Ended		6 Months Ended
Equity - Narrative (Details)	Aug. 08, 2023 $ / shares	May 15, 2023 $ / shares	Feb. 15, 2023 $ / shares	Nov. 09, 2022 $ / shares	Aug. 09, 2022 $ / shares	May 10, 2022 $ / shares	Jun. 30, 2023 classOfStock $ / shares shares	Jun. 30, 2022 $ / shares	Jun. 30, 2023 classOfStock $ / shares shares	Jun. 30, 2022 $ / shares	Dec. 31, 2022 $ / shares shares
Class of Stock [Line Items]
Number of classes of common stock, outstanding \| classOfStock							3		3
Preferred stock, shares authorized							25,000,000		25,000,000		25,000,000
Preferred stock, par or stated value per share (in usd per share) \| $ / shares							$ 0.001		$ 0.001		$ 0.001
Preferred stock, shares outstanding							0		0		0
Dividends declared per share of Class A Common Stock (in usd per share) \| $ / shares							$ 0.20	$ 0.44	$ 0.70	$ 0.44
Common units, units exchanged (in shares)							1,000,000		1,000,000
Common Class A Voting
Class of Stock [Line Items]
Common stock, shares authorized							2,240,000,000		2,240,000,000
Common stock, par or stated value per share (in usd per share) \| $ / shares							$ 0.001		$ 0.001
Common shares outstanding							72,252,574		72,252,574
Nonvoting Common Stock
Class of Stock [Line Items]
Common stock, shares authorized							100,000,000		100,000,000
Common shares outstanding							8,258,901		8,258,901
Class B Common Stock
Class of Stock [Line Items]
Common stock, shares authorized							750,000,000		750,000,000		750,000,000
Common stock, par or stated value per share (in usd per share) \| $ / shares							$ 0.001		$ 0.001		$ 0.001
Number of votes per share of common stock held									10
Common shares outstanding							228,652,641		228,652,641		229,652,641
Common stock, shares cancelled							1,000,000		1,000,000
Class A Common Stock
Class of Stock [Line Items]
Common stock, shares authorized							2,340,000,000		2,340,000,000		2,340,000,000
Common stock, par or stated value per share (in usd per share) \| $ / shares							$ 0.001		$ 0.001		$ 0.001
Number of votes per share of common stock held									1
Common shares outstanding							80,511,475		80,511,475		79,240,058
Dividends declared per share of Class A Common Stock (in usd per share) \| $ / shares		$ 0.20	$ 0.50	$ 0.26	$ 0.39	$ 0.44			$ 0.42	$ 1.59
Common stock, shares converted							1,000,000		1,000,000
Class A Common Stock \| Subsequent Event
Class of Stock [Line Items]
Dividends declared per share of Class A Common Stock (in usd per share) \| $ / shares	$ 0.22

Organization	6 Months Ended
Organization	Jun. 30, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Organization	TPG Inc., along with its consolidated subsidiaries (collectively “TPG,” or the “Company”) is a leading global alternative asset manager on behalf of third-party investors under the “TPG” brand name. TPG Inc. includes the consolidated accounts of management companies, general partners of pooled investment entities and Special Purpose Acquisition Companies (“Public SPACs” and/or “SPACs”), which are held in one of three holding companies (TPG Operating Group I, L.P., TPG Operating Group II, L.P. and TPG Operating Group III, L.P.) (collectively the “TPG Operating Group”). Reorganization and IPO The owners of TPG Group Holdings and the TPG Operating Group completed a series of actions on January 12, 2022 as part of a corporate reorganization (the “Reorganization”), in conjunction with an initial public offering (“IPO”) that was completed on January 18, 2022. TPG Partners, LLC was created on August 4, 2021 to effectuate the IPO and acquire Common Units of the TPG Operating Group on behalf of public investors. TPG Partners, LLC was designed as a holding company, and its only business was to act as the owner of the entities serving as the general partner of the TPG Operating Group partnerships. The TPG Operating Group (and the entities through which its direct and indirect partners held their interests) was restructured and recapitalized. On December 31, 2021, the TPG Operating Group transferred certain assets to RemainCo and distributed the interests in RemainCo to the owners of the TPG Operating Group. On January 12, 2022, the following steps were completed: •TPG Group Holdings, the TPG Operating Group, and TPG Partners, LLC completed the remaining steps of the planned Reorganization. The TPG Operating Group created Common Units and issued them to the Company and the other non-controlling interest holders of the TPG Operating Group. Immediately following the Reorganization, the TPG Operating Group and its subsidiaries were controlled by the same parties and as such, the Reorganization is a transfer of interests under common control. Accordingly, the Company will carry forward the existing value of the members’ interests in the assets and liabilities in these Condensed Consolidated Financial Statements prior to the IPO into the financial statements following the IPO. •TPG Partners, LLC changed its name to TPG Inc. and converted to a corporation. •TPG Inc. offered 33,900,000 shares of Class A common stock at a price of $29.50 per share, including 5,589,806 shares sold by a non-controlling interest holder of the TPG Operating Group, in the IPO. Additionally, certain Pre-IPO Investors exchanged their interests in the TPG Operating Group for interests in TPG Inc. totaling 35,136,254 Class A voting and 8,258,901 Class A non-voting common stock. The IPO closed on January 18, 2022, and TPG Inc. received proceeds totaling $770.9 million, net of $41.8 million in underwriting discounts and commissions, as well as $22.5 million of issuance costs. Proceeds of $379.6 million were used to repurchase Common Units of the TPG Operating Group from certain existing non-controlling interest holders, acquire newly issued Common Units of the TPG Operating Group and the remaining net proceeds are available for general corporate purposes. As a result of the Reorganization and IPO, TPG Inc. only holds Common Units of the TPG Operating Group. On February 9, 2022, the Company and the selling stockholder sold an additional 1,775,410 and 1,614,590 Class A common stock, respectively, at the initial public offering price pursuant to the underwriters’ exercise of their option to purchase additional shares. TPG Inc. received additional net proceeds totaling approximately $49.8 million. The underwriters’ exercise of their option in addition to the IPO related transactions resulted in a total of 70,811,664 and 8,258,901 of Class A voting and Class A non-voting common stock outstanding, respectively. As of June 30, 2023, TPG Inc.’s ownership of the TPG Operating Group totaled approximately 26%

Income Taxes - Narrative (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
Income Taxes - Narrative (Details) - USD ($) $ in Millions	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022
Income Tax Disclosure [Abstract]
Deferred tax assets, net before valuation allowance	$ 116.0		$ 116.0
Deferred tax assets, valuation allowance	80.0		80.0
Deferred tax assets, net	36.0		36.0
Taxes payable	$ 26.5		$ 26.5
Effective income tax rate reconciliation, percent	24.80%	(3.20%)	25.00%	(30.20%)

Investments - Summary of Investments (Details) - USD ($)
$ in Thousands

Jun. 30, 2023

Dec. 31, 2022

Equity Securities without Readily Determinable Fair Value [Line Items]

Equity method - fair value option

$ 41,200

$ 20,907

Equity investments

8,249

12,072

Total investments

^[1]

5,795,218

5,329,868

Variable Interest Entity, Primary Beneficiary

Equity Securities without Readily Determinable Fair Value [Line Items]

Proceeds receivable on sale of investments

515,338

475,110

Equity method - performance allocations

Equity Securities without Readily Determinable Fair Value [Line Items]

Proceeds receivable on sale of investments

5,070,750

4,677,017

Equity method - capital interests

Equity Securities without Readily Determinable Fair Value [Line Items]

Proceeds receivable on sale of investments

663,409

607,964

Equity method - other

Equity Securities without Readily Determinable Fair Value [Line Items]

Proceeds receivable on sale of investments

$ 11,610

$ 11,908

[1]

The Company’s consolidated total assets and liabilities as of June 30, 2023 and December 31, 2022 include assets and liabilities of variable interest entities (“VIEs”). The assets can be used only to satisfy obligations of the VIEs, and the creditors of the VIEs have recourse only to these assets, and not to TPG Inc. These amounts include the assets and liabilities of consolidated Public SPACs, restricted cash, assets pledged of securitization vehicles, secured borrowings of securitization vehicles, and redeemable equity of consolidated Public SPACs. See Notes 2, 7, 8 and 10 to the Condensed Consolidated Financial Statements

Equity-Based Compensation - Summary of Unvested Awards (Details) - $ / shares shares in Millions	3 Months Ended	6 Months Ended
	Jun. 30, 2023	Jun. 30, 2023
Services Vesting Award
Service-Vesting Awards
Beginning balance (in shares)		10.1
Granted (in shares)		3.8
Vested (in shares)		(0.5)
Forfeited (in shares)		(0.7)
Ending balance (in shares)	12.7	12.7
Weighted-Average Grant Date Fair Value
Beginning balance (in usd per share)		$ 29.41
Granted (in usd per share)		34.14
Vested, settled (in usd per share)		29.53
Forfeited (in usd per share)		30.28
Ending balance (in usd per share)	$ 30.78	$ 30.78
IPO Executive Service-Vesting Awards
Service-Vesting Awards
Beginning balance (in shares)		1.1
Granted (in shares)		0.0
Vested (in shares)		0.0
Forfeited (in shares)		0.0
Ending balance (in shares)	1.1	1.1
Weighted-Average Grant Date Fair Value
Beginning balance (in usd per share)		$ 29.50
Granted (in usd per share)		0
Vested, settled (in usd per share)		0
Forfeited (in usd per share)		0
Ending balance (in usd per share)	$ 29.50	$ 29.50
IPO Executive Performance Condition Awards
Service-Vesting Awards
Beginning balance (in shares)		1.1
Granted (in shares)		0.0
Vested (in shares)		0.0
Forfeited (in shares)		0.0
Ending balance (in shares)	1.1	1.1
Weighted-Average Grant Date Fair Value
Beginning balance (in usd per share)		$ 16.58
Granted (in usd per share)		0
Vested, settled (in usd per share)		0
Forfeited (in usd per share)		0
Ending balance (in usd per share)	$ 16.58	$ 16.58
TPH Units
Service-Vesting Awards
Beginning balance (in shares)		50.3
Granted (in shares)	0.7
Vested (in shares)	(0.2)
Forfeited (in shares)	(0.7)
Ending balance (in shares)	50.1	50.1
Weighted-Average Grant Date Fair Value
Beginning balance (in usd per share)		$ 24.38
Granted (in usd per share)	$ 28.41
Vested, settled (in usd per share)	23.60
Forfeited (in usd per share)	24.79
Ending balance (in usd per share)	$ 24.43	$ 24.43
RPH Units
Service-Vesting Awards
Beginning balance (in shares)		0.4
Granted (in shares)	0.0
Vested (in shares)	0.0
Forfeited (in shares)	0.0
Ending balance (in shares)	0.4	0.4
Weighted-Average Grant Date Fair Value
Beginning balance (in usd per share)		$ 457.10
Granted (in usd per share)	$ 0
Vested, settled (in usd per share)	0
Forfeited (in usd per share)	0
Ending balance (in usd per share)	$ 457.10	$ 457.10
TOG Units
Service-Vesting Awards
Beginning balance (in shares)		2.2
Granted (in shares)	0.0
Vested (in shares)	(0.4)
Forfeited (in shares)	0.0
Ending balance (in shares)	1.8	1.8
Weighted-Average Grant Date Fair Value
Beginning balance (in usd per share)		$ 27.29
Granted (in usd per share)	$ 0
Vested, settled (in usd per share)	27.29
Forfeited (in usd per share)	0
Ending balance (in usd per share)	$ 27.29	$ 27.29
Class A Common Stock
Service-Vesting Awards
Beginning balance (in shares)		1.7
Granted (in shares)	0.0
Vested (in shares)	(0.5)
Forfeited (in shares)	0.0
Ending balance (in shares)	1.2	1.2
Weighted-Average Grant Date Fair Value
Beginning balance (in usd per share)		$ 29.50
Granted (in usd per share)	$ 0
Vested, settled (in usd per share)	29.50
Forfeited (in usd per share)	0
Ending balance (in usd per share)	$ 29.50	$ 29.50

Operating Leases - Cash Flows Information Related to Leases (Details) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022
Leases [Abstract]
Cash paid for amounts included in the measurement of lease liabilities	$ 14,981	$ 14,364
Other non-cash changes in right-of-use assets	6,042	4,205
Non-cash right-of-use assets and lease liability termination	$ 0	$ (13,554)

Related Party Transactions (Tables)

6 Months Ended

Jun. 30, 2023

Schedule of Related Party Transactions

Due from affiliates and due to affiliates consist of the following (in thousands):


	June 30, 2023		December 31, 2022
Portfolio companies	$	49,686	$	57,492
Partners and employees	2,736		2,270
Other related entities	35,773		54,030
Unconsolidated VIEs	87,558		88,847
Due from affiliates	$	175,753	$	202,639

Portfolio companies	$	7,201	$	10,367
Partners and employees	59,411		60,309
Other related entities	17,927		21,615
Unconsolidated VIEs	40,225		47,572
Due to affiliates	$	124,764	$	139,863

Equity (Tables)

6 Months Ended

Jun. 30, 2023

Equity [Abstract]

Dividends Declared

Date Declared

Record Date

Payment date

Dividend per Class A Common Share

May 10, 2022

May 20, 2022

June 3, 2022

0.44

August 9, 2022

August 19, 2022

September 2, 2022

0.39

November 9, 2022

November 21, 2022

December 2, 2022

0.26

February 15, 2023

February 27, 2023

March 10, 2023

0.50

Total 2022 Dividend Year

1.59

May 15, 2023

May 25, 2023

June 5, 2023

0.20

August 8, 2023

August 18, 2023

September 1, 2023

0.22

Total 2023 Dividend Year (through Q2 2023)

0.42

Related Party Transactions

6 Months Ended

Jun. 30, 2023

Related Party Transactions

Due from and Due to Affiliates

Due from affiliates and due to affiliates consist of the following (in thousands):


	June 30, 2023		December 31, 2022
Portfolio companies	$	49,686	$	57,492
Partners and employees	2,736		2,270
Other related entities	35,773		54,030
Unconsolidated VIEs	87,558		88,847
Due from affiliates	$	175,753	$	202,639

Portfolio companies	$	7,201	$	10,367
Partners and employees	59,411		60,309
Other related entities	17,927		21,615
Unconsolidated VIEs	40,225		47,572
Due to affiliates	$	124,764	$	139,863

Affiliate receivables and payables historically have been settled in the normal course of business without formal payment terms, generally do not require any form of collateral and do not bear interest.

Fund Investments

Certain of the Company’s investment professionals and other individuals have made discretionary investments of their own capital in the TPG funds. These investments are generally not subject to management fees or performance allocations at the discretion of the general partner. Investments made by these individuals during the six months ended June 30, 2023 and 2022 totaled $56.4 million and $63.1 million, respectively.

Fee Income from Affiliates

Substantially all revenues are generated from TPG funds, limited partners of TPG funds, or portfolio companies. The Company disclosed revenues in Note 2 to the Condensed Consolidated Financial Statements.

Loans to Affiliates

From time to time, the Company may enter into transactions in which it arranges short-term funding for affiliates, such as portfolio companies, as part of the Company’s capital markets activities. Under this arrangement, the Company may draw all or substantially all of its availability for borrowings under the 364-Day Credit Facility. Borrowings made under this facility are generally expected to be repaid promptly as these short-term fundings are intended to be syndicated to third parties.

Notes Receivable from Affiliates

From time to time, the Company makes loans to its employees and other affiliates. Certain of these loans are collateralized by underlying investment interests of the borrowers. The outstanding balance of these notes was $1.6 million as of June 30, 2023 and December 31, 2022, which is included in other assets in the Condensed Consolidated Statements of Financial Condition.

These notes generally incur interest at floating rates, and such interest, which is included in interest, dividends and other in the Condensed Consolidated Statements of Operations, totaled less than $0.1 million for each of the three and six months ended June 30, 2023 and 2022.

Aircraft Services

The Company terminated its leases of aircraft owned by entities controlled by certain partners of the Company in January 2022. The termination of the leases resulted in the derecognition of a right-of-use asset and a corresponding lease liability of $13.6 million.

RemainCo Administrative Services Agreement

In exchange for services provided by TPG Operating Group, RemainCo pays TPG Operating Group an annual administration fee in the amount of 1% per annum of the net asset value of RemainCo’s assets, with such amount payable quarterly in advance. The fees earned by the Company for the three and six months ended June 30, 2023 were $4.5 million and $9.1 million, respectively, and recorded in expense reimbursements and other within revenues in the Condensed Consolidated Statements of Operations. The fees earned by the Company for the three and six months ended June 30, 2022 were $5.3 million and $10.4 million, respectively.

Other Related Party Transactions

The Company has entered into contracts to provide services or facilities for a fee with certain related parties. A portion of these fees are recognized as expense reimbursements and other within revenues in the Condensed Consolidated Statements of Operations in the amount of $6.8 million and $5.8 million for the three months ended June 30, 2023 and 2022, respectively, and $14.1 million and $11.3 million for the six months ended June 30, 2023 and 2022, respectively. During the six months ended June 30, 2023 and 2022, these related parties have made payments associated with these arrangements of $16.5 million and $13.6 million, respectively.

Investments in SPACs

The Company invests in and sponsors SPACs that are formed for the purposes of effecting a merger, asset acquisition, stock purchase, reorganization or other business combination. In the IPO of each of these SPACs, either common shares or units (which include one Class A ordinary share and, in some cases, a fraction of a redeemable public warrant which entitles the holder to purchase one share of Class A ordinary shares at a fixed exercise price) are sold to investors. Each SPAC provides its public shareholders the option to redeem their shares either (i) in connection with a shareholder meeting to approve the business combination or (ii) by means of a tender offer. Assets held in Trust Accounts relate to gross proceeds received from the IPO and can only be used for the initial business combination and any possible investor redemptions. If the SPAC is unable to complete a business combination within a specified time frame, typically within 24 months of the IPO close date, the SPACs will redeem all public shares. The ownership interest in each SPAC which is not owned by the Company is reflected as redeemable equity attributable to Public SPACs in the accompanying Condensed Consolidated Statements of Financial Condition.

The Company consolidates these SPACs during the period before the initial business combination, and therefore the Class F ordinary shares, Class G ordinary shares, private placement shares, private placement warrants and FPAs with consolidated related parties are eliminated in consolidation.

In August 2021, AFTR, a SPAC, completed an initial public offering. AFTR sold 25,000,000 units at a price of $10.00 per unit for total IPO proceeds of $250.0 million. Each unit consists of one Class A ordinary share of AFTR at $0.0001 par value and one-third of one warrant.

As of June 30, 2023, AFTR held cash in trust of $259.4 million, which includes the $250.0 million in funds deposited into the Trust Account at the time of AFTR’s IPO and $9.4 million of interest income, which was available for distribution to the shareholders. On August 2, 2023, AFTR announced the redemption of all of its AFTR Class A Ordinary Shares at a per-share redemption price of approximately $10.41, because AFTR did not consummate an initial business combination within the time period required by its Amended and Restated Memorandum and Articles of Association. Subsequent to August 16, 2023, the AFTR Class A Ordinary Shares will be deemed cancelled and will represent only the right to receive the redemption amount, and there will be no redemption rights or liquidating distributions with respect to AFTR’s warrants, which will expire with no value. After August 16, 2023, AFTR will cease all operations except for those required to wind up its business.

In April 2021, YTPG, a SPAC, completed an initial public offering. YTPG sold 40,000,000 shares at a price of $10.00 per share for total IPO proceeds of $400.0 million. Each share consists of one YTPG Class A Ordinary Share of YTPG at $0.0001 par value.

On April 17, 2023, YTPG redeemed all of its YTPG Class A Ordinary Shares at a per-share redemption price of approximately $10.00, because YTPG did not consummate an initial business combination within the time period required by its Amended and Restated Memorandum and Articles of Association. As of April 17, 2023, the YTPG Class A Ordinary Shares were deemed cancelled and represented only the right to receive the redemption amount. FPAs entered into by YTPG at the time of its IPO were terminated on April 17, 2023. After April 17, 2023, YTPG ceased all operations except for those required to wind up its business.

- Definition

The entire disclosure for related party transactions. Examples of related party transactions include transactions between (a) a parent company and its subsidiary; (b) subsidiaries of a common parent; (c) and entity and its principal owners; and (d) affiliates.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480990/946-20-50-2

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 5
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480990/946-20-50-5

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 6
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480990/946-20-50-6

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 235
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481062/946-235-50-2

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 235
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (e)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481062/946-235-50-2

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 850
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483326/850-10-50-1

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 220
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.6-07(2)(g)(3))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483575/946-220-S99-1

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 220
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.6-07(2)(c))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483575/946-220-S99-1

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 220
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.6-07(2)(e))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483575/946-220-S99-1

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 850
-Name Accounting Standards Codification
-Publisher FASB
-URI https://asc.fasb.org//850/tableOfContent

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 850
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 6
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483326/850-10-50-6

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 850
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483326/850-10-50-1

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 850
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483326/850-10-50-1

+ Details

Related Party Transactions - Narrative (Details) - USD ($)
$ / shares in Units, $ in Thousands

1 Months Ended

3 Months Ended

6 Months Ended

Jan. 12, 2022

Jan. 31, 2022

Aug. 31, 2021

Apr. 30, 2021

Jun. 30, 2023

Jun. 30, 2022

Jun. 30, 2023

Jun. 30, 2022

Aug. 02, 2023

Apr. 17, 2023

Dec. 31, 2022

Oct. 31, 2020

Due from affiliates

$ 175,753

$ 202,639

Interest, dividends and other

100

$ 100

Non-cash right-of-use assets and lease liability termination

$ 13,600

Total revenues

$ 603,274

$ (108,282)

$ 1,246,419

1,002,428

Number of securities called by each warrant or earnout shares (in shares)

Variable Interest Entity, Not Primary Beneficiary

Interest, dividends and other

$ 9,400

Assets held in Trust Accounts

^[1]

$ 259,370

259,370

$ 653,635

Investment of cash into trust account

$ 250,000

Class A Common Stock

Common stock, par or stated value per share (in usd per share)

$ 0.001

AFTR | Class A Common Stock

Number of securities called by each warrant or earnout shares (in shares)

Common stock, par or stated value per share (in usd per share)

$ 0.0001

AFTR | Series A Preferred Stock | Subsequent Event

Preferred stock, redemption price per share (in usd per share)

$ 10.41

YTPG | Class A Common Stock

Number of securities called by each warrant or earnout shares (in shares)

YTPG | Series A Preferred Stock

Preferred stock, redemption price per share (in usd per share)

$ 10.00

IPO

Sale of stock, number of shares issued in transaction (in shares)

33,900,000

Sale of stock, price per share (in usd per share)

$ 29.50

Sale of stock, consideration received on transaction

$ 770,900

IPO | AFTR

Common stock, par or stated value per share (in usd per share)

$ 0.0001

IPO | YTPG

Common stock, par or stated value per share (in usd per share)

$ 0.0001

Units | IPO | AFTR

Sale of stock, number of shares issued in transaction (in shares)

25,000,000

Sale of stock, price per share (in usd per share)

$ 10.00

Sale of stock, consideration received on transaction

$ 250,000

Units | IPO | YTPG

Sale of stock, number of shares issued in transaction (in shares)

40,000,000

Sale of stock, price per share (in usd per share)

$ 10.00

Sale of stock, consideration received on transaction

$ 400,000

Warrant | AFTR

Number of securities called by each warrant or earnout shares (in shares)

0.3333

Warrant | TPGY

Number of securities called by each warrant or earnout shares (in shares)

0.2

Due from affiliates

$ 87,558

$ 88,847

Related Party | Notes Receivable

Due from affiliates

1,600

$ 1,600

$ 56,400

63,100

Annual Administration | Related Party

Related party transaction, rate

1.00%

Total revenues

4,500

5,300

$ 9,100

10,400

$ 6,800

$ 5,800

14,100

11,300

Total revenues

$ 16,500

$ 13,600

[1]

Subsequent Events	6 Months Ended
Subsequent Events	Jun. 30, 2023
Subsequent Events [Abstract]
Subsequent Events	Other than the events noted in Notes 10 and 15 to the Condensed Consolidated Financial Statements, there have been no additional events since June 30, 2023 that require recognition or disclosure in the Condensed Consolidated Financial Statements.

Derivative Instruments

6 Months Ended

Jun. 30, 2023

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Derivative Instruments

The consolidated Public SPACs enter into derivative contracts in connection with their proprietary trading activities, including warrants and FPAs, which meet the definition of a derivative in accordance with ASC Topic 815, Derivatives and Hedging (“ASC 815”). As a result of the use of derivative contracts, the consolidated Public SPACs are exposed to the risk that counterparties will fail to fulfill their contractual obligations and are exposed to the volatility of the underlying instruments. These warrants and FPAs are included in derivative liabilities of Public SPACs on the Condensed Consolidated Statements of Financial Condition. As of June 30, 2023 and December 31, 2022, the Company did not hold any FPAs.

As of June 30, 2023 and December 31, 2022, the fair value of the warrants totaled $0.8 million and $0.7 million, respectively.

There were no related offsets or cash collateral pledged or received for the warrants as of June 30, 2023 and December 31, 2022.

For the three months ended June 30, 2023, the Company recorded unrealized gains on warrants totaling $0.7 million. For the six months ended June 30, 2023, the Company recorded unrealized losses on warrants totaling $0.1 million. For the three and six months ended June 30, 2022, the Company recorded unrealized gains on warrants and FPAs totaling $5.8 million and $8.5 million, respectively.

Net gains (losses) on derivative instruments are included in the Condensed Consolidated Statements of Operations as unrealized gains (losses) on derivative liabilities of Public SPACs. The following are net gains (losses) recognized on derivative instruments of Public SPACs (in thousands):


	Three Months Ended June 30,				Six Months Ended June 30,
	2023		2022		2023		2022





Unrealized gains (losses), net on public warrants	$	667	$	4,017	$	(83)	$	7,699
Unrealized gains, net on forward purchase agreements	—		1,806		—		781

Net gains (losses) on derivative instruments	$	667	$	5,823	$	(83)	$	8,480

Fair Value Measurement - Summary of Changes in Fair Value of Financial Liabilities (Details) - Derivative - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Balance, beginning of period	$ 0	$ 2,411	$ 0	$ 1,386
Unrealized gains, net	0	(1,806)	0	(781)
Balance, end of period	$ 0	$ 605	$ 0	$ 605

Net Income (Loss) Per Class A Common Share (Details) - USD ($)	1 Months Ended	3 Months Ended		5 Months Ended	6 Months Ended		13 Months Ended
	Jan. 18, 2022	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022	Jan. 18, 2022
Numerator:
Net income (loss)	$ 6,222,000	$ 40,011,000	$ (262,497,000)	$ (105,398,000)	$ 75,685,000	$ (99,693,000)
Net (loss) income attributable to redeemable equity in Public SPACs prior to Reorganization and IPO	(517,000)	5,367,000	4,058,000	5,881,000	6,896,000		$ (517,000)
Net income attributable to other non-controlling interests prior to Reorganization and IPO		32,755,000	(127,827,000)	(8,923,000)	67,337,000
Net income attributable to TPG Group Holdings prior to Reorganization and IPO	966,000	32,755,000	(127,827,000)	(8,923,000)	67,337,000		966,000
Net income attributable to TPG Group Holdings prior to Reorganization and IPO	$ 5,256,000						$ 5,256,000
Net loss attributable to non-controlling interests in TPG Operating Group subsequent to IPO		(25,306,000)	(128,869,000)	(133,781,000)	(50,798,000)
Net income (loss) attributable to Class A Common Stockholders prior to distributions		27,195,000	(9,859,000)	31,425,000	52,250,000
Net income (loss) attributable to Class A Common Stockholders prior to distributions		(1,723,000)	(2,416,000)	$ (2,040,000)	(5,419,000)
Net income (loss) attributable to Class A Common Stockholders - Basic		25,472,000	(12,275,000)		46,831,000	29,385,000
Net loss assuming exchange of non-controlling interest		(22,398,000)	(102,075,000)		(44,335,000)	(106,234,000)
Reallocation of income from participating securities assuming exchange of Common Units		1,596,000	0		0	0
Net income (loss) attributable to Class A Common Stockholders - Diluted		$ 4,670,000	$ (114,350,000)		$ 2,496,000	$ (76,849,000)
Denominator:
Basic (in shares)		80,540,569	79,240,058		80,022,820	79,240,058
Exchange of Common Units to Class A Common Stock (in shares)		228,652,641	229,652,641		229,144,354	229,652,641
Weighted-average shares of Class A common stock outstanding diluted (in shares)		309,193,210	308,892,699		309,167,174	308,892,699
Net income (loss) available to Class A common stock per share
Basic (in usd per share)		$ 0.32	$ (0.15)		$ 0.59	$ 0.37
Diluted (in usd per share)		0.02	(0.37)		0.01	(0.25)
Dividends declared per share of Class A Common Stock (in usd per share)		$ 0.20	$ 0.44		$ 0.70	$ 0.44
Undistributed losses		$ 0			$ 0

Derivative Instruments - Net Gains Recognized on Derivative Instruments (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022
Derivative [Line Items]
Net gains (losses) on derivative instruments	$ 667	$ 5,823	$ (83)	$ 8,480
Variable Interest Entity, Not Primary Beneficiary
Derivative [Line Items]
Unrealized gains (losses) on derivatives	700	5,800	(100)	8,500
Public warrants \| Variable Interest Entity, Not Primary Beneficiary
Derivative [Line Items]
Unrealized gains (losses) on derivatives	667	4,017	(83)	7,699
Unrealized gains, net on forward purchase agreements \| Variable Interest Entity, Not Primary Beneficiary
Derivative [Line Items]
Unrealized gains (losses) on derivatives	$ 0	$ 1,806	$ 0	$ 781

- Definition

The net change in the difference between the fair value and the carrying value, or in the comparative fair values, of derivative instruments, including options, swaps, futures, and forward contracts, held at each balance sheet date, that was included in earnings for the period.

+ References + Details

Investments

6 Months Ended

Jun. 30, 2023

Investments, Debt and Equity Securities [Abstract]

Investments

Investments consist of the following (in thousands):


	June 30, 2023		December 31, 2022
Equity method - performance allocations	$	5,070,750	$	4,677,017
Equity method - capital interests (includes assets pledged of $515,338 and $475,110)	663,409		607,964
Equity method - fair value option	41,200		20,907
Equity method - other	11,610		11,908
Equity investments	8,249		12,072
Total investments	$	5,795,218	$	5,329,868

Net gains (losses) from performance allocations and capital interests are disclosed in the Revenue section of Note 2 to the Condensed Consolidated Statements of Operations. The following table summarizes net gains (losses) from investment activities (in thousands):


	Three Months Ended June 30,				Six Months Ended June 30,
	2023		2022		2023		2022
Net gains (losses) from investment activities
Net gains (losses) of equity method investments, fair value option	$	2,918	$	(34,827)	$	20,293	$	(26,939)
Net (losses) gains of equity method investments - other	(538)		719		(809)		948
Net losses from equity investments	(1,534)		(65,287)		(3,822)		(66,761)
Total net gains (losses) from investment activities	$	846	$	(99,395)	$	15,662	$	(92,752)

Equity Method Investments, Fair Value Option

As of June 30, 2023 and December 31, 2022, the Company held a 8.8% and 9.0% beneficial ownership interest in Nerdy Inc. (“NRDY”), respectively, consisting of 7.7 million shares of Class A common stock, 4.0 million earnout shares and 4.9 million earnout warrants, with an aggregate fair value of $41.2 million and $20.9 million, respectively. The warrants entitle the Company to acquire one share of Class A common stock at a price of $11.50 per share and expire on September 20, 2026. The earnout shares and warrants are contingent upon NRDY achieving certain market share price milestones or in the event of a change of control, within five years after September 20, 2021.

Equity Method InvestmentsThe Company evaluates its equity method investments in which it has not elected the fair value option for impairment whenever events or changes in circumstances indicate that the carrying amounts of such investments may not be recoverable. During the three and six months ended June 30, 2023 and 2022, the Company did not recognize any impairment losses on an equity method investment without a readily determinable fair value.Equity InvestmentsEquity investments represent proprietary investment securities held by the Company. At June 30, 2023 and December 31, 2022, the Company held equity investments with readily determinable fair values of $8.2 million and $12.1 million, respectively.

Variable Interest Entities - Assets and Liabilities Related to VIE Securitization Transactions (Details) - USD ($)
$ in Thousands

Jun. 30, 2023

Dec. 31, 2022

Jun. 30, 2022

Variable Interest Entity [Line Items]

Cash and cash equivalents

$ 893,560

$ 1,177,825

Restricted cash

13,182

^[1]

$ 13,166

^[1]

$ 13,135

Due from affiliates

175,753

202,639

Total assets

7,770,187

7,941,738

Accrued interest

185,984

98,171

Total liabilities

4,381,284

4,202,232

Variable Interest Entity, Primary Beneficiary

Variable Interest Entity [Line Items]

Cash and cash equivalents

4,021

33,612

Restricted cash

13,182

13,166

Participation rights receivable

515,338

475,110

Due from affiliates

434

436

Total assets

532,975

522,324

Accrued interest

191

Trade accounts payable

343

280

Secured borrowings, net

245,413

245,259

Total liabilities

$ 245,947

$ 245,730

[1]

Fair Value Measurement (Tables)

6 Months Ended

Jun. 30, 2023

Fair Value Disclosures [Abstract]

Summary of Valuation of Financial Assets and Liabilities

The following tables summarize the valuation of the Company’s Level I financial assets and liabilities that fall within the fair value hierarchy (in thousands):


	June 30, 2023		December 31, 2022
Assets
Equity method investments - fair value option	$	41,200	$	20,907
Equity investments	8,249		12,072
Total assets	$	49,449	$	32,979

Liabilities
Liabilities of consolidated Public SPACs:
Public warrants	$	750	$	667
Total liabilities	$	750	$	667

Summary of Changes in Fair Value of Financial Instruments

The following tables summarize the changes in the fair value of financial instruments for which the Company has used Level III inputs to determine fair value (in thousands):


	Three Months Ended June 30,				Six Months Ended June 30,
	2023		2022		2023		2022








Derivative liabilities
Balance, beginning of period	$	—	$	2,411	$	—	$	1,386
Unrealized gains, net	—		(1,806)		—		(781)
Balance, end of period	$	—	$	605	$	—	$	605

Summary of Changes in Fair Value of Financial Instruments

The following tables summarize the changes in the fair value of financial instruments for which the Company has used Level III inputs to determine fair value (in thousands):


	Three Months Ended June 30,				Six Months Ended June 30,
	2023		2022		2023		2022








Derivative liabilities
Balance, beginning of period	$	—	$	2,411	$	—	$	1,386
Unrealized gains, net	—		(1,806)		—		(781)
Balance, end of period	$	—	$	605	$	—	$	605

Operating Leases - Annual Undiscounted Cash Flows (Details) $ in Thousands	Jun. 30, 2023 USD ($)
Leases [Abstract]
Remainder of 2023	$ 15,218
2024	24,383
2025	19,152
2026	20,401
2027	18,967
Thereafter	65,107
Total future undiscounted operating lease payments	163,228
Less: imputed interest	(23,377)
Present value of operating lease liabilities	$ 139,851
Operating lease, liability, statement of financial position	Other liabilities

Summary of Significant Accounting Policies

6 Months Ended

Jun. 30, 2023

Accounting Policies [Abstract]

Summary of Significant Accounting Policies

Basis of Presentation

The accompanying condensed consolidated financial statements (the “Condensed Consolidated Financial Statements”) have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and reflect all adjustments, consisting only of normal recurring adjustments, which are, in the opinion of management, necessary for a fair presentation of the Company’s Condensed Consolidated Financial Statements. All dollar amounts are stated in thousands unless otherwise indicated. These interim Condensed Consolidated Financial Statements should be read in conjunction with the Company’s Annual Report. All intercompany transactions and balances have been eliminated. These interim Condensed Consolidated Financial Statements are unaudited and have been prepared on a basis consistent with that used to prepare the audited Consolidated Financial Statements. The operating results presented for interim periods are not necessarily indicative of the results expected for the full year ending December 31, 2023.

The Condensed Consolidated Financial Statements include the accounts of TPG Inc., TPG Operating Group and their consolidated subsidiaries, TPG’s management companies, the general partners of TPG funds and entities that meet the definition of a variable interest entity (“VIE”) for which the Company is considered the primary beneficiary.

All of the management fees and other amounts earned from the consolidated Public SPACs are eliminated in consolidation. In addition, the equivalent expense amounts recorded by the consolidated Public SPACs are also eliminated, with such reduction of expenses allocated to controlling interest holders. Accordingly, the consolidation of these entities has no net effect on net income attributable to TPG Inc. or net income attributable to other non-controlling interests. The TPG funds make investments into portfolio companies which are considered affiliates due to the nature of the Company’s ownership interests.

Use of Estimates

The preparation of the Condensed Consolidated Financial Statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the Condensed Consolidated Financial Statements, and the reported amounts of revenues, expenses, and investment income during the reporting periods. Actual results could differ from those estimates and such differences could be material to the Condensed Consolidated Financial Statements.

Principles of Consolidation

The types of entities TPG assesses for consolidation include subsidiaries, management companies, broker-dealers, general partners of investment funds, investment funds, SPACs and other entities. Each of these entities is assessed for consolidation on a case by case basis depending on the specific facts and circumstances surrounding that entity.

TPG first considers whether an entity is considered a VIE and therefore whether to apply the consolidation guidance under the VIE model. Entities that do not qualify as VIEs are assessed for consolidation as voting interest entities (“VOE”) under the voting interest model.

An entity is considered to be a VIE if any of the following conditions exist: (i) the equity investment at risk is not sufficient to finance the activities of the entity without additional subordinated financial support, (ii) as a group, the holders of the equity investment at risk lack the power to direct the activities that most significantly impact the entity’s economic performance or the obligation to absorb the expected losses or right to receive the expected residual returns, and (iii) the voting rights of some holders of the equity investment at risk are disproportionate to their obligation to absorb losses or right to receive returns, and substantially all of the activities are conducted on behalf of the holder of equity investment at risk with disproportionately few voting rights. For limited partnerships, partners lack power if neither (i) a simple majority or lower threshold (including a single limited partner) with equity at risk is able to exercise substantive kick-out rights through voting interests over the general partner, nor (ii) limited partners with equity at risk are able to exercise substantive participating rights over the general partners.

TPG consolidates all VIEs in which it is the primary beneficiary. An entity is determined to be the primary beneficiary if it holds a controlling financial interest in a VIE. A controlling financial interest is defined as (i) the power to direct the activities of a VIE that most significantly impact the VIE’s economic performance and (ii) the obligation to absorb losses of the VIE or the right to receive benefits from the VIE that could potentially be significant to the VIE. The consolidation guidance requires an analysis to determine (i) whether an entity in which TPG holds a variable interest is a VIE and (ii) whether TPG’s involvement, through holding interest directly or indirectly in the entity or contractually through other variable interests, would give it a controlling financial interest. Performance of that analysis requires judgment. The analysis can generally be performed qualitatively; however, if it is not readily apparent that TPG is not the primary beneficiary, a quantitative analysis may also be performed. TPG factors in all economic interests including interests held through related parties, to determine if it holds a variable interest. Fees earned by TPG that are customary and commensurate with the level of effort required for the services provided, and where TPG does not hold other economic interests in the entity that would absorb more than an insignificant amount of the expected losses or returns of the entity, would not be considered variable interests. TPG determines whether it is the primary beneficiary of a VIE at the time it becomes involved with a VIE and continuously reconsiders that conclusion when facts and circumstances change.

Entities that are determined not to be VIEs are generally considered to be VOEs and are evaluated under the voting interest model. TPG consolidates VOEs that it controls through a majority voting interest or through other means.

Investments

Investments consist of investments in private equity funds, real estate funds, hedge funds and credit funds, including our share of any performance allocations and equity method and other proprietary investments. Investments denominated in currencies other than the U.S. dollar are valued based on the spot rate of the respective currency at the end of the reporting period with changes related to exchange rate movements reflected in the Condensed Consolidated Financial Statements.

Equity Method – Performance Allocations and Capital Interests

Investments in which the Company is deemed to have significant influence, but not control, are accounted for using the equity method of accounting except in cases where the fair value option has been elected. The Company as general partner has significant influence over the TPG funds in which it invests but does not consolidate. The Company uses the equity method of accounting for these interests whereby it records both its proportionate and disproportionate allocation of the underlying profits or losses of these entities in revenues in the accompanying Condensed Consolidated Financial Statements. The carrying amounts of equity method investments are included in investments in the Condensed Consolidated Financial Statements. The Company evaluates its equity method investments for impairment whenever events or changes in circumstances indicate that the carrying amounts of such investments may not be recoverable. The difference between the carrying value and its estimated fair value is recognized as an impairment when the loss is deemed other than temporary.

The TPG funds are considered investment companies under Accounting Standards Codification (“ASC”) Topic 946, Financial Services – Investment Companies (“ASC 946”). The Company, along with the TPG funds, applies the specialized accounting promulgated in ASC 946 and, as such, neither the Company nor the TPG funds consolidate wholly-owned, majority-owned and/or controlled portfolio companies. The TPG funds record all investments in the portfolio companies at fair value. Investments in publicly traded securities are generally valued at quoted market prices based upon the last sales price on the measurement date. Discounts are applied, where appropriate, to reflect restrictions on the marketability of the investment.

When observable prices are not available for investments, the general partners use the market and income approaches to determine fair value. The market approach consists of utilizing observable market data, such as current trading or acquisition multiples of comparable companies, and applying it to key financial metrics, such as earnings before interest, depreciation and taxes, of the portfolio company. The comparability of the identified set of comparable companies to the portfolio company, among other factors, is considered in the application of the market approach.

The general partners, depending on the type of investment or stage of the portfolio company’s lifecycle, may also utilize a discounted cash flow analysis, an income approach, in combination with the market approach in determining fair value of investments. The income approach involves discounting projected cash flows of the portfolio company at a rate

commensurate with the level of risk associated with those cash flows. In accordance with ASC Topic 820, Fair Value Measurement (“ASC 820”) market participant assumptions are used in the determination of the discount rate.

In applying valuation techniques used in the determination of fair value, the general partners assume a reasonable period of time for liquidation of the investment and take into consideration the financial condition and operating results of the underlying portfolio company, the nature of the investment, restrictions on marketability, market conditions, foreign currency exposures and other factors. In determining the fair value of investments, the general partners exercise significant judgment and use the best information available as of the measurement date. Due to the inherent uncertainty of valuations, the fair values reflected in the accompanying Condensed Consolidated Financial Statements may differ materially from values that would have been used had a readily available market existed for such investments and may differ materially from the values that may ultimately be realized.

Equity Method Investments – Other

The Company holds non-controlling, limited partnership interests in certain other partnerships in which it has significant influence over their operations. The Company uses the equity method of accounting for these interests whereby it records its proportionate share of the underlying income or losses of these entities in net gains (losses) from investment activities in the accompanying Condensed Consolidated Financial Statements. The carrying amounts of equity method investments are included in investments in the Condensed Consolidated Financial Statements. The Company evaluates its equity method investments for impairment whenever events or changes in circumstances indicate that the carrying amounts of such investments may not be recoverable. The difference between the carrying value and its estimated fair value is recognized as an impairment when the loss is deemed other than temporary and recorded in net gains (losses) from investment activities within the Condensed Consolidated Financial Statements.

Equity Method – Fair Value Option

The Company elects the fair value option for certain investments that would otherwise be accounted for using the equity method of accounting. Such election is irrevocable and is applied on an investment-by-investment basis at initial recognition. The fair value of such investments is based on quoted prices in an active market. Changes in the fair value of these equity method investments are recognized in net gains (losses) from investment activities in the Condensed Consolidated Financial Statements.

Equity Investments

The Company holds non-controlling ownership interests in which it does not have significant influence over their operations. The Company records such investments at fair value when there is a readily determinable fair value. For certain nonpublic partnerships without readily determinable fair values, the Company has elected to measure those investments at cost, less any impairment, plus or minus changes resulting from observable price changes in orderly transactions for the identical or a similar investment of the same issuer. Impairment is evaluated when significant changes occur that may impact the investee in an adverse manner. Impairment, if any, is recognized in net gains (losses) from investment activities in the Condensed Consolidated Financial Statements.

Non-Controlling Interests

Non-controlling interests consists of ownership interests held by third-party investors in certain entities that are consolidated, but not 100% owned. The aggregate of the income or loss and corresponding equity that is not owned by the Company is included in non-controlling interests in the Condensed Consolidated Financial Statements. Allocation of income to non-controlling interest holders is based on the respective entities’ governing documents.

Revenues

Revenues consisted of the following (in thousands):


	Three Months Ended June 30,				Six Months Ended June 30,
	2023		2022		2023		2022
Management fees	$	258,499	$	221,179	$	508,499	$	417,658

Monitoring fees	2,434		3,543		5,190		7,544
Transaction fees	14,802		13,301		17,275		42,510
Incentive fees	—		4,833		—		4,833
Expense reimbursements and other	51,368		47,099		107,610		90,415
Total fees and other	327,103		289,955		638,574		562,960

Performance allocations	262,346		(387,485)		578,053		412,473
Capital interests	13,825		(10,752)		29,792		26,995
Total capital allocation-based income	276,171		(398,237)		607,845		439,468

Total revenues	$	603,274	$	(108,282)	$	1,246,419	$	1,002,428

Fees and Other

Fees and other are accounted for as contracts with customers under ASC Topic 606, Revenue from Contracts with Customers (“ASC 606”). The guidance for contracts with customers provides a five-step framework that requires the Company to (i) identify the contract with a customer, (ii) identify the performance obligations in the contract, (iii) determine the transaction price, (iv) allocate the transaction price to the performance obligations in the contract and (v) recognize revenue when the Company satisfies its performance obligations. In determining the transaction price, the Company includes variable consideration only to the extent that it is probable that a significant reversal in the amount of cumulative revenue recognized would not occur when the uncertainty associated with the variable consideration is resolved.

Revenue Streams

Customer

Performance Obligations satisfied over time or

point in time(a)

Variable or Fixed Consideration

Revenue Recognition

Classification of Uncollected Amounts (b)

Management Fees

TPG funds, limited partners and other vehicles

Asset management services are satisfied over time (daily) because the customer receives and consumes the benefits of the advisory services daily

Consideration is variable since over time the management fee varies based on fluctuations in the basis of the calculation of the fee

Management fees are recognized each reporting period based on the value provided to the customer for that reporting period

Due from affiliates – unconsolidated VIEs

Monitoring Fees

Portfolio companies

In connection with the investment advisory services provided, the Company earns monitoring fees for providing oversight and advisory services to certain portfolio companies over time

Consideration is variable when based on fluctuations in the basis of the calculation of the fee

Consideration is fixed when based on a fixed agreed-upon amount

Monitoring fees are recognized each reporting period based on the value provided to the customer for that reporting period

Due from affiliates – portfolio companies

Transaction Fees

Portfolio companies, third-parties and other vehicles

The company provides advisory services, debt and equity arrangements, and underwriting and placement services for a fee at a point in time

Consideration is fixed and is based on a point in time

Transaction fees are recognized on or shortly after the transaction is completed

Due from affiliates – portfolio companies

Other assets - other

Incentive Fees

TPG funds and other vehicles

Investment management services performed over a period of time that result in achievement of minimum investment return levels

Consideration is variable since incentive fees are contingent upon the TPG Fund or vehicles achieving more than the stipulated investment threshold return

Incentive fees are recognized at the end of the performance measurement period if the investment performance is achieved

Due from affiliates – unconsolidated VIEs

Expense

Reimbursements and other

TPG funds, portfolio companies and third-parties

Expense reimbursements incurred at a point in time relate to providing investment, management and monitoring services. Other revenue is performed over time.

Expense reimbursements and other are fixed consideration

Expense reimbursements and other are recognized as the expenses are incurred or services are rendered

Due from affiliates – portfolio companies and unconsolidated VIEs

Other assets – other

_________________

(a)There were no significant judgments made in evaluating when a customer obtains control of the promised service for performance obligations satisfied at a point in time.

(b)See Note 10 to the Condensed Consolidated Financial Statements for amounts classified in due from affiliates.

Management Fees

The Company provides investment management services to the TPG funds, limited partners and other vehicles in exchange for a management fee. Management fees are determined quarterly based on an annual rate and are generally based upon a percentage of the capital committed or capital invested during the investment period. Thereafter, management fees are generally based on a percentage of actively invested capital or as otherwise defined in the respective management agreements. Since some of the factors that cause management fees to fluctuate are outside of the Company’s control, management fees are considered constrained and are not included in the transaction price until the uncertainty relating to the constraint is subsequently resolved. After the contract is established, management does not make any significant judgments in determining the transaction price.

Under the terms of the management agreements with certain TPG funds, the Company is required to reduce management fees payable by funds by an agreed upon percentage of certain fees, including monitoring and transaction fees earned from portfolio companies. These amounts are generally applied as a reduction of the management fee that is otherwise billed to the investment fund and are recorded as a reduction of revenues in the Condensed Consolidated Statement of Operations. For three and six months ended June 30, 2023, these amounts totaled $0.5 million and $1.0 million, respectively. For the three and six months ended June 30, 2022, these amounts totaled $1.6 million and $9.9 million, respectively. Amounts payable to investment funds are recorded in due to affiliates in the Condensed Consolidated Financial Statements. See Note 10 to the Condensed Consolidated Financial Statements.

Management fees earned generally range from 0.50% to 2.00% of committed capital during the commitment period and from 0.25% to 2.00% of actively invested capital after the commitment period or at an annual rate of fund gross assets, as defined in the respective partnership agreements of the TPG funds. Management fees charged to consolidated Public SPACs are eliminated in consolidation.

Monitoring Fees

The Company provides monitoring services to certain portfolio companies in exchange for a fee, which is recognized over time as services are rendered. After the monitoring contract is established, there are no significant judgments made in determining the transaction price.

Transaction Fees

The Company provides capital structuring and other advice to portfolio companies, third parties and other vehicles generally in connection with debt and equity arrangements, as well as underwriting and placement services for a fee at a point in time when the underlying advisory services rendered are complete. Transaction fees are separately negotiated for each transaction and are generally based on the underlying transaction value. After the contract is established, management makes no significant judgments when determining the transaction price.

Incentive Fees

The Company provides investment management services to certain TPG funds and other vehicles in exchange for a management fee as discussed above and, in some cases, an incentive fee when the Company is not entitled to performance allocations, as further discussed below. Incentive fees are considered variable consideration as these fees are subject to reversal, and therefore the recognition of such fees is deferred until the end of the measurement period when the performance-based incentive fees become fixed and determinable. After the contract is established, there are no significant judgments made when determining the transaction price.

Expense Reimbursements and Other

In providing investment management and advisory services to TPG funds and monitoring services to the portfolio companies, TPG routinely contracts for services from third parties. In situations where the Company is viewed, for accounting purposes only, as having incurred these third-party costs on behalf of the TPG funds or portfolio companies, the cost of such services is presented net as a reduction of the Company’s revenues. In all other situations, the expenses and related reimbursements associated with these services are presented on a gross basis, which are classified as part of the Company’s expenses, and reimbursements of such costs are classified as expense reimbursements within revenues in the Condensed Consolidated Financial Statements. After the contract is established, there are no significant judgments made when determining the transaction price.

Capital Allocation-Based Income (Loss)

Capital allocation-based income (loss) is earned from the TPG funds when the Company has a general partner’s capital interest and is entitled to a disproportionate allocation of investment income (referred to hereafter as “performance allocations”). The Company records capital allocation-based income (loss) under the equity method of accounting assuming the fund was liquidated as of each reporting date pursuant to each TPG fund’s governing agreements. Accordingly, these general partner interests are accounted for outside of the scope of ASC 606.

Other arrangements surrounding contractual incentive fees through an advisory contract are separate and distinct and accounted for in accordance with ASC 606. In these incentive fee arrangements, the Company’s economics in the entity do not involve an allocation of capital. See discussion above regarding “Incentive Fees”.

Performance allocations are allocated to the general partners based on cumulative fund performance as of each reporting date, and after specified investment returns to the funds’ limited partners are achieved. At the end of each reporting period, the TPG funds calculate and allocate the performance allocations that would then be due to the general partner for each TPG fund, pursuant to the TPG fund governing agreements, as if the fair value of the underlying investments were realized as of such date, irrespective of whether such amounts have been realized. As the fair value of underlying investments (and the investment returns to the funds’ limited partners) varies between reporting periods, it is necessary to make adjustments to amounts recorded as performance allocations to reflect either (i) positive performance resulting in an increase in the performance allocations allocated to the general partner or (ii) negative performance that would cause the amount due to the general partner to be less than the amount previously recognized, resulting in a negative adjustment to performance allocations allocated to the general partner. In each case, performance allocations are calculated

on a cumulative basis and cumulative results are compared to amounts previously recorded with a current period adjustment, positive or negative, recorded.

The Company ceases to record negative performance allocations once previously recognized performance allocations for a TPG fund have been fully reversed, including realized performance allocations. The general partner is not obligated to make payments for guaranteed returns or hurdles of a fund and, therefore, cannot have negative performance allocations over the life of a fund. Accrued but unpaid performance allocations as of the reporting date are reflected in investments in the Company’s Condensed Consolidated Financial Statements. Performance allocations received by the general partners of the respective TPG funds are subject to clawback to the extent the performance allocations received by the general partner exceed the amount the general partner is ultimately entitled to receive based on cumulative fund results. Generally, the actual clawback liability does not become due until eighteen months after the realized loss is incurred; however, individual fund terms vary. For disclosures at June 30, 2023 related to clawback, see Note 12 to the Condensed Consolidated Financial Statements. Revenue related to performance allocations for consolidated TPG funds is eliminated in consolidation.

The Company earns management fees, incentive fees and capital allocation-based income (loss) from investment funds and other vehicles whose primary focus is making investments in specified geographical locations and earns transaction and monitoring fees from portfolio companies located in varying geographies.

Investment Income

Income from equity method investments

The carrying value of equity method investments in proprietary investments where the Company exerts significant influence is generally determined based on the amounts invested, adjusted for the equity in earnings or losses of the investee allocated based on the Company’s ownership percentage, less distributions and any impairment. The Company records its proportionate share of investee’s equity in earnings or losses based on the most recently available financial information, which in certain cases may lag the date of TPG’s financial statements by up to three calendar months. Income from equity method investments is recorded in net gains (losses) from investment activities on the Condensed Consolidated Financial Statements.

Income from equity method investments for which the fair value option was elected

Income from equity method investments for which the fair value option was elected includes realized gains and losses from the sale of investments, and unrealized gains and losses from changes in the fair value during the period as a result of quoted prices in an active market. Discounts are applied, where appropriate, to reflect restrictions on the marketability of the investment. Income from equity method investments for which the fair value option was elected is recorded in net gains (losses) from investment activities on the Condensed Consolidated Financial Statements.

Income from equity investments

Income from equity investments, which represent investments held through equity securities of an investee that the Company does not hold significant influence over, includes realized gains from the sale of investments and unrealized gains and losses result from observable price changes in orderly transactions for the identical or a similar investment of the same issuer. Income from equity investments is recorded in net gains (losses) from investment activities on the Condensed Consolidated Financial Statements.

Unrealized gains (losses) from derivative liabilities of Public SPACs

Unrealized gains (losses) from derivative liabilities of Public SPACs includes unrealized gains and losses from changes in fair value of warrants and forward purchase agreements (“FPAs”).

Interest, dividends and other

Interest income is recognized as earned. Dividend income is recognized by the Company on the ex-dividend date, or in the absence of a formal declaration, on the date it is received.

Compensation and Benefits

Cash-based compensation and benefits includes (i) salaries and wages, (ii) benefits and (iii) discretionary cash bonuses. Bonuses are accrued over the service period to which they relate.

Compensation expense related to the issuance of equity-based awards is measured at grant-date fair value. Compensation expense for awards that vest over a future service period is recognized over the relevant service period on a straight-line basis. Compensation expense for awards that do not require future service is recognized immediately. Compensation expense for awards that contain market and service conditions is based on grant-date fair value that factors in the probability that the market conditions will be achieved and is recognized on a tranche by tranche basis using the accelerated attribution method. The requisite service period for those awards is the longer of the explicit service period and the derived service period. The Company recognizes equity-based award forfeitures in the period they occur as a reversal of previously recognized compensation expense.

Performance allocation compensation expense and accrued performance allocation compensation is the portion of performance allocations that TPG allocates to certain of its employees and certain other advisors of the Company. Performance allocations due to our partners and professionals are accounted for as compensation expense in conjunction with the recognition of the related performance allocations and, until paid, are recognized as accrued performance allocation compensation. Accordingly, upon a reversal of performance allocations, the related compensation expense, if any, is also reversed.

Net Income (Loss) Per Share of Class A Common Stock

Basic income (loss) per share of Class A common stock is calculated by dividing net income (loss) attributable to TPG Inc. by the weighted-average shares of Class A common stock, unvested participating shares of Class A common stock outstanding for the period and vested deferred restricted shares of Class A common stock that have been earned for which issuance of the related shares of Class A common stock is deferred until future periods. Diluted income (loss) per share of Class A Common Stock reflects the impact of all dilutive securities. Unvested participating shares of common stock are excluded from the computation in periods of loss as they are not contractually obligated to share in losses.

The Company applies the treasury stock method to determine the dilutive weighted-average common shares represented by the unvested restricted stock units. The Company applies the if-converted method to the TPG Operating Group partnership units to determine the dilutive impact, if any, of the exchange right included in the TPG Operating Group partnership units.

Cash, Cash Equivalents and Restricted Cash

Cash and cash equivalents include cash on deposit with banks and other short-term investments with an initial maturity of 90 days or less. Restricted cash balances relate to cash balances reserved for the payment of interest on the Company’s secured borrowings.

Cash and Cash Equivalents Held by Consolidated Public SPACs

Cash and cash equivalents held by consolidated Public SPACs represent cash and cash equivalents that are held by consolidated Public SPACs and are not available to fund the general liquidity needs of the Company.

Assets Held in Trust Accounts

Proceeds from equity issued by certain consolidated Public SPACs have been deposited into trust accounts (“Trust Accounts”) and may only be utilized for specific purposes. Therefore, such cash and investments are reported separately in assets held in Trust Accounts on the Condensed Consolidated Financial Statements.

As of June 30, 2023, TPG Pace Beneficial II Corp. (“YTPG”) had no assets held in Trust Accounts and held no cash. As of December 31, 2022, YTPG assets held in Trust Accounts were deposited into a non-interest-bearing U.S. based account. On April 17, 2023, YTPG redeemed all of its outstanding Class A ordinary shares, par value $0.0001 (the “YTPG

Class A Ordinary Shares”) and used these funds to redeem its YTPG Class A Ordinary Shares. See Note 10 to the Condensed Consolidated Financial Statements.

As of June 30, 2023 and December 31, 2022, AfterNext HealthTech Acquisition Corp. (“AFTR”) assets held in Trust Accounts were invested in money market funds meeting certain conditions under Rule 2a-7 under the Investment Company Act, which invest only in direct U.S. government treasury obligations. On August 2, 2023, AFTR announced that it intends to use these funds to redeem its outstanding Class A ordinary shares, par value $0.0001 (the “AFTR Class A Ordinary Shares”). See Note 10 to the Condensed Consolidated Financial Statements.

Derivative Liabilities of Public SPACs

Financial derivative assets and liabilities related to our consolidated Public SPACs’ investment activities consist of warrant liabilities and forward purchase agreements.

The Company recognizes these derivative instruments as assets or liabilities at fair value in the accompanying Condensed Consolidated Financial Statements. Changes in the fair value of derivative contracts entered into by the Company are included in current period earnings. These derivative contracts are not designated as hedging instruments for accounting purposes.

These derivatives are agreements in which a consolidated Public SPAC and a counterparty agree to exchange cash flows based on agreed-upon terms. As a result of the derivative transaction, the Company is exposed to the risk that counterparties will fail to fulfill their contractual obligations. To mitigate such counterparty risk, the applicable Public SPAC only enters into contracts with major financial institutions, all of which have investment grade ratings. Counterparty credit risk is evaluated in determining the fair value of the derivative instruments. In the normal course of business, the Company incurs commitments and is exposed to risks resulting from its investment and financing transactions, including derivative instruments. The value of a derivative instrument is based upon an underlying instrument. These instruments are subject to various risks similar to non-derivative instruments including market, credit, liquidity, performance and operational risks. The Company manages these risks on an aggregate basis as part of its risk management policies and as such, does not distinguish derivative income or loss from any other category of instruments for financial statement presentation purposes. The leverage inherent in the Company’s derivative instruments increases the sensitivity of the Company’s earnings to market changes. Notional amounts often are used to express the volume of these transactions, but the amounts potentially subject to risk are much smaller. The Company routinely evaluates its contractual arrangements to determine whether embedded derivatives exist. Embedded derivatives are separated from the host contract and accounted for separately if the economic characteristics and risks of the host contract and the embedded derivative are not closely related, if a separate instrument with the same terms as the embedded derivative would meet the definition of a derivative and if the combined instrument is not measured at fair value through profit or loss.

For derivative contracts where an enforceable master netting agreement is in place, the Company has elected to offset derivative assets and liabilities, as well as cash that may have been received or pledged, as part of collateral arrangements with the respective counterparty in the Condensed Consolidated Financial Statements. The master netting agreements provide the Company and the counterparty the right to liquidate collateral and the right to offset each other’s obligations in the event of default by either party.

Certain of the Company’s consolidated Public SPACs issued public warrants and FPAs in conjunction with their IPO. The Company accounts for warrants and FPAs of the consolidated Public SPAC’s ordinary shares that are not indexed to its own stock as liabilities at fair value on the balance sheet. These warrants and FPAs are subject to remeasurement at each balance sheet date and any change in fair value is recognized in the Company’s Condensed Consolidated Financial Statements. For issued or modified warrants that meet all of the criteria for equity classification, the warrants are required to be recorded as a component of additional paid-in capital at the time of issuance. For issued or modified warrants and FPAs that do not meet all the criteria for equity classification, the warrants and FPAs are required to be recorded as a liability at their initial fair value on the date of issuance, and each balance sheet date thereafter. Changes in the estimated fair value of the warrants and FPAs are recognized as a non-cash gain or loss on the Condensed Consolidated Financial Statements.

Fair Value Measurement

ASC 820 establishes a fair value hierarchy that prioritizes and ranks the level of observability of inputs used to measure the investments at fair value. The observability of inputs is impacted by a number of factors, including the type of investment, characteristics specific to the investment, market conditions and other factors. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level I measurements) and the lowest priority to unobservable inputs (Level III measurements).

Investments with readily available quoted prices or for which fair value can be measured from quoted prices in active markets will typically have a higher degree of input observability and a lesser degree of judgment applied in determining fair value.

The three levels of the fair value hierarchy under ASC 820 are as follows:

Level I – Quoted prices (unadjusted) in active markets for identical investments at the measurement date are used. The types of investment generally included in Level I are publicly listed equities, debt and securities sold, not yet purchased.

Level II – Pricing inputs are other than quoted prices included within Level I that are observable for the investment, either directly or indirectly. Level II pricing inputs include quoted prices for similar investments in active markets, quoted prices for identical or similar investments in markets that are not active, inputs other than quoted prices that are observable for the investment, and inputs that are derived principally from or corroborated by observable market data by correlation or other means. The types of investments generally included in Level II are restricted securities listed in active markets, corporate bonds and loans.

Level III – Pricing inputs are unobservable and include situations where there is little, if any, market activity for the investment. The inputs used in determination of fair value require significant judgment and estimation. The types of investments generally included in Level III are privately held debt and equity securities.

In some cases, the inputs used to measure fair value might fall within different levels of the fair value hierarchy. In such cases, the level in the fair value hierarchy within which the investment is categorized in its entirety is determined based on the lowest level input that is significant to the investment. Assessing the significance of a particular input to the valuation of an investment in its entirety requires judgment and considers factors specific to the investment. The categorization of an investment within the hierarchy is based upon the pricing transparency of the investment and does not necessarily correspond to the perceived risk of that investment.

In certain instances, an investment that is measured and reported at fair value may be transferred into or out of Level I, II, or III of the fair value hierarchy.

In certain cases, debt and equity securities are valued on the basis of prices from an orderly transaction between market participants provided by reputable dealers or pricing services. In determining the value of a particular investment, pricing services may use certain information with respect to transactions in such investments, quotations from dealers, pricing matrices, market transactions in comparable investments and various relationships between investments. When a security is valued based on dealer quotes, the Company subjects those quotes to various criteria in making the determination as to whether a particular investment would qualify for treatment as a Level II or Level III investment. Some of the factors considered include the number and quality of quotes, the standard deviations of the observed quotes and the corroboration of the quotes to independent pricing services.

Level III investments may include common and preferred equity securities, corporate debt, and other privately issued securities. When observable prices are not available for these securities, one or more valuation techniques (e.g., the market approach and/or the income approach) for which sufficient and reliable data is available are used. Within Level III, the use of the market approach generally consists of using comparable market transactions or other data, while the use of the income approach generally utilizes the net present value of estimated future cash flows, adjusted, as appropriate, for liquidity, credit, market and other risk factors. Due to the inherent uncertainty of these valuations, the fair values reflected in the accompanying Condensed Consolidated Financial Statements may differ materially from values that would have been used had a readily available market for the investments existed and may differ materially from the values that may

ultimately be realized. The period of time over which the underlying assets of the investments will be liquidated is unknown.

Financial Instruments

Financial assets and financial liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. Except for secured borrowings, the fair value of the Company’s assets and liabilities, including our senior unsecured term loan, which qualify as financial instruments under ASC 820, approximates the carrying amounts represented in the Condensed Consolidated Financial Statements due to their short-term nature and in the case of our senior unsecured term loan due to its variable rate nature. See Note 8 to the Condensed Consolidated Financial Statements.

Due From and Due To Affiliates

The Company considers current and former limited partners of funds and employees, including their related entities, entities controlled by the Company’s Founders but not consolidated by the Company, portfolio companies of TPG funds, and unconsolidated TPG funds to be affiliates (“Affiliates”). Receivables from and payables to affiliates are recorded at their expected settlement amount in due from and due to affiliates in the Condensed Consolidated Financial Statements.

Goodwill

Goodwill represents the excess of the purchase price over the fair value of acquired identifiable net tangible and intangible assets. Goodwill is not amortized. Goodwill is reviewed for impairment at least annually utilizing a qualitative or quantitative approach, and more frequently if circumstances indicate impairment may have occurred. The impairment testing for goodwill under the qualitative approach is based first on a qualitative assessment to determine if it is more likely than not that the fair value of the Company’s reporting unit is less than its respective carrying value. If it is determined that it is more likely than not that a reporting unit’s fair value is less than its carrying value, the Company performs a quantitative analysis. When the quantitative approach indicates an impairment, an impairment loss is recognized to the extent by which the carrying value exceeds the fair value, not to exceed the total amount of goodwill. As of June 30, 2023, we believe it is more likely than not that the fair value of our reporting unit exceeds its carrying value.

Intangible Assets

The Company’s intangible assets consist of the fair value of its interests in future promote of certain funds and the fair value of acquired investor relationships representing the fair value of management fees earned from existing investors in future funds. Finite-lived intangible assets are amortized over their estimated useful lives, which range from five to twelve years, and are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of the intangible asset may not be recoverable. Amortization expense is included in depreciation and amortization expense in the Condensed Consolidated Financial Statements.

Operating Leases

At contract inception, the Company determines if an arrangement contains a lease by evaluating whether (i) an identified asset has been deployed in a contract explicitly or implicitly and (ii) the Company obtains substantially all the economic benefits from the use of that underlying asset and directs how and for what purpose the asset is used during the term of the contract. Additionally, at contract inception the Company will evaluate whether the lease is an operating or finance lease. Right-of use (“ROU”) assets represent the Company’s right to use an underlying asset for the lease term and operating lease liabilities represent the Company’s obligation to make lease payments arising from the lease. Operating lease liabilities are recognized at the commencement date based on the present value of the lease payments over the lease term. To the extent these payments are fixed or determinable, they are included as part of the lease payments used to measure the lease liability. The Company’s ROU assets are recognized as the initial measurement of the lease liabilities plus any initial direct costs and any prepaid lease payments less lease incentives received, if any. The lease terms may include options to extend or terminate the lease which are accounted for when it is reasonably certain that the Company will exercise that option. As the discount rate implicit to the lease is not readily determinable, incremental borrowing rates of the Company were used. The incremental borrowing rates are based on the information available including, but not

limited to, collateral assumptions, the term of the lease, and the economic environment in which the lease is denominated at the commencement date.

The Company elected the package of practical expedients provided under the guidance. The practical expedient package applies to leases commenced prior to the adoption of the new standard and permits companies not to reassess whether existing or expired contracts are or contain a lease, the lease classification, and any initial direct costs for any existing leases. The Company has elected to not separate the lease and non-lease components within the contract. Therefore, all fixed payments associated with the lease are included in the ROU asset and the lease liability. These costs often relate to the fixed payments for a proportionate share of real estate taxes, common area maintenance and other operating costs in addition to a base rent. Any variable payments related to the lease are recorded as lease expense when and as incurred. The Company has elected this practical expedient for all lease classes. The Company did not elect the hindsight practical expedient. The Company has elected the short-term lease expedient. A short-term lease is a lease that, as of the commencement date, has a lease term of 12 months or less and does not include an option to purchase the underlying asset that the lessee is reasonably certain to exercise. For such leases, the Company will not apply the recognition requirements of ASC Topic 842, Leases (“ASC 842”) and instead will recognize the lease payments as lease cost on a straight-line basis over the lease term. Additionally, the Company elected the practical expedient which allows an entity to not reassess whether any existing land easements are or contain leases.

The Company’s leases primarily consist of operating leases for real estate, which have remaining terms of 1 to 10 years. Some of those leases include options to extend for additional terms ranging from 2 to 10 years. The Company’s other leases, including those for office equipment, vehicles, and aircrafts, are not significant. Additionally, the Company’s leases do not contain restrictions or covenants that restrict the Company from incurring other financial obligations. The Company also does not provide any residual value guarantees for the leases or have any significant leases that have yet to be commenced. From time to time, the Company enters into certain sublease agreements that have terms similar to the remaining terms of the master lease agreements between TPG and the landlord. Sublease income is recorded as an offset to general, administrative and other in the accompanying Condensed Consolidated Financial Statements.

Operating lease expense is recognized on a straight-line basis over the lease term and is recorded within general, administrative and other in the accompanying Condensed Consolidated Financial Statements (see Note 11 to the Condensed Consolidated Financial Statements).

Redeemable Equity from Consolidated Public SPACs

Redeemable equity from consolidated Public SPACs represents the shares issued by the Company’s consolidated Public SPACs that are redeemable for cash by the public shareholders in the event of an election to redeem by individual public shareholders at the time of the business combination. The Company accounts for redeemable equity in accordance with ASC Topic 480-10-S99, Distinguishing Liabilities from Equity (“ASC 480”), which states redemption provisions not solely within the control of the Company require ordinary shares subject to redemption to be classified outside of permanent equity. The redeemable non-controlling interests are initially recorded at their original issuance price and are subsequently allocated their proportionate share of the underlying gains or losses of the Public SPACs. The Company adjusts the redeemable equity to full redemption value on a quarterly basis.

If a Public SPAC is unable to complete a business combination within the time period required by its governing documents, this equity becomes redeemable and is reclassified out of redeemable equity and into Public SPAC current redeemable equity in accordance with ASC 480 as the Public SPAC prepares for dissolution.

Income Taxes

As a result of the Reorganization, the Company is treated as a corporation for U.S. federal and state income tax purposes. The Company is subject to U.S. federal and state income taxes, in addition to local and foreign income taxes, with respect to our allocable share of taxable income generated by the TPG Operating Group partnerships. Prior to the Reorganization and the IPO, the Company was treated as a partnership for U.S. federal income tax purposes and therefore was not subject to U.S. federal and state income taxes except for certain consolidated subsidiaries that were subject to taxation in the U.S. (federal, state and local) and foreign jurisdictions as a result of their entity classification for tax reporting purposes. The provision for income taxes in the historical Condensed Consolidated Financial Statements consists of U.S. (federal, state and local) and foreign income taxes with respect to certain consolidated subsidiaries.

Deferred tax assets and liabilities are recognized for future tax consequences attributable to temporary differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the periods in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the period in which the enactment date occurs.

Under ASC Topic 740, Income Taxes, a valuation allowance is established when management believes it is more likely than not that a deferred tax asset will not be realized. The realization of deferred tax assets is dependent on the amount of our future taxable income. When evaluating the realizability of deferred tax assets, all evidence (both positive and negative) is considered. This evidence includes, but is not limited to, expectations regarding future earnings, future reversals of existing temporary tax differences and tax planning strategies.

Tax laws are complex and subject to different interpretations by the taxpayer and respective governmental taxing authorities. Significant judgment is required in determining tax expense and in evaluating tax positions including evaluating uncertainties. The Company reviews its tax positions quarterly and adjusts its tax balances as new information becomes available. The Company recognizes interest and penalties relating to unrecognized tax benefits as income tax expense (benefit) within the Condensed Consolidated Financial Statements.

Recent Accounting Pronouncements

In June 2022, the FASB issued Accounting Standard Update (“ASU”) 2022-03, Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions (“ASU 2022-03”) which (1) clarifies the guidance in ASC 820 on the fair value measurement of an equity security that is subject to a contractual sale restriction and (2) requires specific disclosures related to such an equity security. Under current guidance, stakeholders have observed diversity in practice related to whether contractual sale restrictions should be considered in the measurement of the fair value of equity securities that are subject to such restrictions. The amendments in ASU 2022-03 should be applied to equity securities with a contract containing a sale restriction that is executed or modified on or after the adoption date. For equity securities with a contract containing a sale restriction that was executed before the adoption date, companies should continue to apply the historical accounting policy for measuring such securities until the contractual restriction expires or is modified. This ASU is effective for fiscal years beginning after December 15, 2023, and interim periods within those fiscal years, with early adoption permitted. The Company’s adoption of ASU 2022-03 on a prospective basis beginning January 1, 2023 did not have a material impact to its Condensed Consolidated Financial Statements.

Condensed Consolidated Statements of Cash Flows (unaudited) - USD ($)
$ in Thousands

6 Months Ended

Jun. 30, 2023

Jun. 30, 2022

Operating activities:

Net income (loss)

$ 75,685

$ (99,693)

Adjustments to reconcile net income (loss) to net cash provided by operating activities:

Equity-based compensation

312,459

331,051

Performance allocation compensation

393,418

225,112

Net gains (losses) from investment activities

(15,662)

92,752

Capital allocation-based income

(607,845)

(439,468)

Other non-cash activities

35,736

30,990

Unrealized losses (gains) on derivative liabilities of Public SPACs

(8,480)

Changes in operating assets and liabilities:

Due from affiliates

20,642

(94,117)

Accounts payable and accrued expenses

87,705

89,544

Due to affiliates

(17,191)

(26,357)

Accrued performance allocation compensation

(274,332)

(338,405)

Net cash provided by operating activities

540,302

704,337

Investing activities:

Repayments of notes receivable from affiliates

14,937

Advances on notes receivable from affiliates

(15,500)

Purchases of fixed assets

(4,954)

(2,145)

Net cash used in investing activities

(4,954)

(2,708)

Financing activities:

Proceeds from issuance of common stock in IPO, net of underwriting and issuance costs

770,865

Proceeds from issuance of common stock from underwriters' exercise of over-allotment option, net of underwriting and issuance costs

49,756

Distributions to holders of non-controlling interests

(379,597)

Reorganization activities

2,124

Proceeds from debt obligations

150,000

30,000

Repayment of debt obligations

(150,000)

(30,000)

Deferred borrowing costs

(900)

Withholding taxes paid on net settlement of equity-based awards

(6,489)

Dividends/Distributions

(350,629)

(269,180)

Distributions to partners prior to Reorganization and IPO

(355,282)

Net cash used in financing activities

(749,256)

(496,533)

Net change in cash, cash equivalents and restricted cash

(213,908)

205,096

Cash, cash equivalents and restricted cash, beginning of period

1,120,650

985,864

Cash, cash equivalents and restricted cash, end of period

906,742

1,190,960

Supplemental disclosures of other cash flow information

Redemption of redeemable equity

(400,000)

Cash paid for income taxes

22,658

32,850

Cash paid for interest

14,148

6,550

Supplemental disclosures of non-cash investing and financing activities:

Accrued deferred underwriting and offering costs

1,461

Distributions payable to holders of other non-controlling interests

4,954

61,005

Reconciliation of cash, cash equivalents and restricted cash, end of period:

Cash and cash equivalents

893,560

1,177,825

Restricted cash

13,182

^[1]

13,135

Cash, cash equivalents and restricted cash, end of period

906,742

1,190,960

Consolidated Entity, Excluding VIE

Adjustments to reconcile net income (loss) to net cash provided by operating activities:

Net gains (losses) from investment activities

(15,662)

92,752

Changes in operating assets and liabilities:

Purchases of investments

(196,703)

(43,473)

Proceeds from investments

360,743

1,014,541

Other assets

(15,620)

(26,854)

Other liabilities

(14,413)

(11,423)

Financing activities:

Distributions to holders of non-controlling interests

(318,942)

Contributions from holders of other non-controlling interests

8,762

3,723

Reconciliation of cash, cash equivalents and restricted cash, end of period:

Cash and cash equivalents

893,560

Variable Interest Entity, Not Primary Beneficiary

Changes in operating assets and liabilities:

Other assets

325

17,999

Other liabilities

(31)

(6,449)

Cash and cash equivalents

1,038

(2,060)

Assets held in Trust Accounts

394,265

(873)

Supplemental disclosures of non-cash investing and financing activities:

Deferred underwriting related to Public SPACs

14,000

$ 0

Reconciliation of cash, cash equivalents and restricted cash, end of period:

Cash and cash equivalents

^[1]

$ 4,059

[1]

Variable Interest Entities - Narrative (Details) - USD ($)
$ in Thousands

6 Months Ended

Jun. 30, 2023

Dec. 31, 2022

Variable Interest Entity [Line Items]

Long-term debt

^[1]

$ 444,901

$ 444,566

Secured Debt | Variable Interest Entity, Not Primary Beneficiary

Variable Interest Entity [Line Items]

Long-term debt

4,600

4,700

Tranche A | Secured Debt

Variable Interest Entity [Line Items]

Aggregate principal balance

250,000

Secured Notes | Secured Debt

Variable Interest Entity [Line Items]

Aggregate principal balance

$ 245,400

$ 245,300

Annual Administration | Affiliated Entity

Variable Interest Entity [Line Items]

Related party transaction, rate

1.00%

[1]

Commitment and Contingencies

6 Months Ended

Jun. 30, 2023

Commitments and Contingencies Disclosure [Abstract]

Commitments and Contingencies

Guarantees

Certain of the Company’s consolidated entities have guaranteed debt or obligations. At June 30, 2023 and December 31, 2022, the maximum obligations guaranteed under these agreements totaled $1,280.1 million and $1,120.8 million, respectively. At June 30, 2023, the guarantees had expiration dates as follows (in thousands):


Maturity Date	Guarantee Amount

April 2024	$	150,000
August 2024	30,000
December 2024	200,000
June 2026	60,000
December 2026	104,604
July 2027	700,000
June 2030	35,530
Total	$	1,280,134

At June 30, 2023 and December 31, 2022, the outstanding amount of debt on obligations related to these guarantees was $350.5 million and $327.8 million, respectively.

Letters of Credit

The Company had $0.4 million and $0.5 million in letters of credit outstanding at June 30, 2023 and December 31, 2022, respectively.

Commitments

At June 30, 2023, the third party investors of the consolidated Public SPACs had no unfunded capital commitments to the consolidated Public SPACs.

At June 30, 2023, the TPG Operating Group had unfunded investment commitments of $278.1 million to the TPG funds, consolidated Public SPACs and other strategic investments.

Contingent Obligations (Clawback) With Affiliates

The governing agreements of the TPG funds that pay performance allocations generally include a clawback provision that, if triggered, may give rise to a contingent obligation requiring the general partner to return amounts to the fund for distribution to the fund investors at the end of the life of the fund. Performance allocations received by the general partners of the respective TPG funds are subject to clawback to the extent the performance allocations received by the general partners exceeds the amount the general partners are ultimately entitled to receive based on cumulative fund results.

At June 30, 2023, if all investments held by the TPG funds were liquidated at their current unrealized fair value, there would be clawback of $58.3 million, net of tax, for which a performance fee reserve was recorded within other liabilities in the Condensed Consolidated Statements of Financial Condition.

At June 30, 2023, if all remaining investments were deemed worthless, a possibility management views as remote, the amount of performance allocations subject to potential clawback would be $1,729.5 million.

During the six months ended June 30, 2023, the general partners made no payments on the clawback liability.

Legal Actions and Other Proceedings

From time to time, the Company is involved in legal proceedings, litigation and claims incidental to the conduct of our business, including with respect to acquisitions, bankruptcy, insolvency and other types of proceedings. Such lawsuits may involve claims against our portfolio companies that adversely affect the value of certain investments owned by TPG’s funds. The Company’s business is also subject to extensive regulation, which has and may result in the Company becoming subject to examinations, inquiries and investigations by various U.S. and non-U.S. governmental and regulatory agencies, including but not limited to the SEC, Department of Justice, state attorneys general, Financial Industry Regulatory Authority and the U.K. Financial Conduct Authority. Such examinations, inquiries and investigations may result in the commencement of civil, criminal or administrative proceedings or fines against the Company or its personnel.

The Company accrues a liability for legal proceedings in accordance with U.S. GAAP, in particular, the Company establishes an accrued liability for loss contingencies when a settlement arising from a legal proceeding is both probable and reasonably estimable. If the matter is not probable or reasonably estimable, no such liability is recorded. Examples of this include: (i) the proceedings may be in early stages; (ii) damages sought may be unspecified, unsupportable, unexplained or uncertain; (iii) discovery may not have been started or is incomplete; (iv) there may be uncertainty as to the outcome of pending appeals or motions; (v) there may be significant factual issues to be resolved or (vi) there may be novel legal issues or unsettled legal theories to be presented or a large number of parties. Consequently, management is unable to estimate a range of potential loss, if any, related to such matters. Even when the Company accrues a liability for a loss contingency such cases, there may be an exposure to loss in excess of any amounts accrued. Loss contingencies may be, in part or in whole, subject to insurance or other payments such as contributions and/or indemnity, which may reduce any ultimate loss.

Based on information presently known by management, the Company has not recorded a potential liability related to any pending legal proceeding and is not subject to any legal proceedings that we expect to have a material impact on our operations, financial positions or cash flows. It is not possible, however, to predict the ultimate outcome of all pending legal proceedings, and the claimants in the matter discussed below seek potentially large and indeterminate amounts. As such, although we do not consider such an outcome likely, given the inherent unpredictability of legal proceedings, it is possible that an adverse outcome in the matter described below or certain other matters could have a material effect on the Company’s financial results in any particular period.

Since 2011, a number of TPG-related entities and individuals, including David Bonderman and Jim Coulter, have been named as defendants/respondents in a series of lawsuits in the United States, United Kingdom, and Luxembourg concerning an investment TPG held from 2005-2007 in a Greek telecommunications company, known then as TIM Hellas (“Hellas”). Entities and individuals related to Apax Partners, a London based investment firm also invested in Hellas at the time, are named in the suits as well. The cases all allege generally that a late 2006 refinancing of the Hellas group of companies was improper.

To date, most of the lawsuits filed in New York Federal and State courts against TPG and Apax-related defendants have been dismissed, with those dismissals upheld on appeal, or the appeal period has passed. A lawsuit pending in the District Court of Luxembourg against two former TPG partners and two individuals related to Apax involved in the investment has been decided after trial in their favor on all claims and is now on appeal. In February 2018, a High Court case in London against a number of TPG and Apax related parties and individuals was abandoned by the claimants in the early days of a scheduled six-week trial with costs of $9.5 million awarded to the TPG and Apax-related parties, of which $3.4 million was awarded to TPG.

In addition to the Luxembourg appeal, two cases in New York state court are active against TPG and Apax-related parties concerning the Hellas investment. Motions to dismiss by all defendants were made in both actions with the Court now having granted and denied in part those motions, paring back the parties, claims and amounts at issue. Appeals are pending as to the dismissal ruling in one matter (with immediate appeals possible as to the dismissal ruling in the other). The court has ruled on summary judgment motions in one case, further paring back the parties and claims in the case. Appeals are pending as to those summary judgment rulings as well. No trial date has been set in either of the two active actions. The prior noted stayed federal actions have now been dismissed by court order and stipulation.

The Company believes that the suits related to the Hellas investment are without merit and intends to continue to defend them vigorously.

In October 2022, the Company received a document request from the SEC focusing on the use and retention of business-related electronic communications, which, as has been publicly reported, is part of an industry-wide review. The Company is cooperating with the SEC’s request.

Indemnifications

In the normal course of business, the Company enters into contracts that contain a variety of representations and warranties that provide general indemnifications. In addition, certain of the Company’s funds have provided certain indemnities relating to environmental and other matters and has provided nonrecourse carve-out guarantees for fraud, willful misconduct and other customary wrongful acts, each in connection with the financing of certain real estate investments that the Company has made. The Company’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Company that have not yet occurred. However, based on experience, the Company expects the risk of material loss to be remote.

Debt Obligations - Narrative (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022	Dec. 31, 2022
Line of Credit Facility [Line Items]
Interest expense, debt	$ 7,100	$ 4,400	$ 13,200	$ 8,300
Estimate of Fair Value Measurement \| Unsecured Debt
Line of Credit Facility [Line Items]
Long-term debt, fair value	200,000		200,000		$ 199,200
Estimate of Fair Value Measurement \| Secured Debt
Line of Credit Facility [Line Items]
Long-term debt, fair value	233,500		233,500		231,500
Carrying Amount \| Secured Debt
Line of Credit Facility [Line Items]
Long-term debt, fair value	$ 250,000		$ 250,000		$ 250,000

Operating Leases - Components of Lease Expense (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022
Lease cost (a):
Operating lease cost	$ 6,708	$ 6,555	$ 13,339	$ 13,031
Short-term lease costs	180	69	313	274
Variable lease cost	1,800	1,605	3,591	2,776
Sublease income	(852)	(688)	(1,668)	(2,220)
Total lease cost	$ 7,836	$ 7,541	$ 15,575	$ 13,861
Weighted-average remaining lease term	6 years 7 months 6 days	7 years 6 months	6 years 7 months 6 days	7 years 6 months
Weighted-average discount rate	4.15%	4.07%	4.15%	4.07%
Operating lease, expense	$ 6,700	$ 7,000	$ 13,300	$ 13,400

Summary of Significant Accounting Policies - Narrative (Details) - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022	Dec. 31, 2022
Contractually Specified Servicing Fees, Late Fees, and Ancillary Fees Earned in Exchange for Servicing Financial Assets [Line Items]
Increase (decrease) in management fee payable	$ 500,000	$ 1,600,000	$ (1,000,000)	$ 9,900,000
Cash and cash equivalents	$ 893,560,000	$ 1,177,825,000	$ 893,560,000	$ 1,177,825,000
Class A Common Stock
Contractually Specified Servicing Fees, Late Fees, and Ancillary Fees Earned in Exchange for Servicing Financial Assets [Line Items]
Common stock, par or stated value per share (in usd per share)	$ 0.001		$ 0.001		$ 0.001
Class A Common Stock \| AFTR
Contractually Specified Servicing Fees, Late Fees, and Ancillary Fees Earned in Exchange for Servicing Financial Assets [Line Items]
Common stock, par or stated value per share (in usd per share)	$ 0.0001		$ 0.0001
Minimum
Contractually Specified Servicing Fees, Late Fees, and Ancillary Fees Earned in Exchange for Servicing Financial Assets [Line Items]
Management fee, percentage	0.25%		0.25%
Estimated useful life	5 years		5 years
Remaining lease term	1 year		1 year
Renewal term	2 years		2 years
Maximum
Contractually Specified Servicing Fees, Late Fees, and Ancillary Fees Earned in Exchange for Servicing Financial Assets [Line Items]
Management fee, percentage	2.00%		2.00%
Estimated useful life	12 years		12 years
Remaining lease term	10 years		10 years
Renewal term	10 years		10 years
TPG Funds \| Minimum
Contractually Specified Servicing Fees, Late Fees, and Ancillary Fees Earned in Exchange for Servicing Financial Assets [Line Items]
Management fee, percentage	0.50%		0.50%
TPG Funds \| Maximum
Contractually Specified Servicing Fees, Late Fees, and Ancillary Fees Earned in Exchange for Servicing Financial Assets [Line Items]
Management fee, percentage	2.00%		2.00%
YTPG
Contractually Specified Servicing Fees, Late Fees, and Ancillary Fees Earned in Exchange for Servicing Financial Assets [Line Items]
Assets held in Trust Accounts	$ 0		$ 0
Cash and cash equivalents	$ 0		$ 0
YTPG \| Class A Common Stock
Contractually Specified Servicing Fees, Late Fees, and Ancillary Fees Earned in Exchange for Servicing Financial Assets [Line Items]
Common stock, par or stated value per share (in usd per share)	$ 0.0001		$ 0.0001

Pay vs Performance Disclosure - USD ($) $ in Thousands	3 Months Ended		5 Months Ended	6 Months Ended
Pay vs Performance Disclosure - USD ($) $ in Thousands	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2022	Jun. 30, 2023
Pay vs Performance Disclosure
Net income attributable to TPG Inc. subsequent to Reorganization and IPO	$ 27,195	$ (9,859)	$ 31,425	$ 52,250

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

+ References

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+ Details

Fair Value Measurement

6 Months Ended

Jun. 30, 2023

Fair Value Disclosures [Abstract]

Fair Value Measurement

The following tables summarize the valuation of the Company’s Level I financial assets and liabilities that fall within the fair value hierarchy (in thousands):


	June 30, 2023		December 31, 2022
Assets
Equity method investments - fair value option	$	41,200	$	20,907
Equity investments	8,249		12,072
Total assets	$	49,449	$	32,979

Liabilities
Liabilities of consolidated Public SPACs:
Public warrants	$	750	$	667
Total liabilities	$	750	$	667

As of June 30, 2023 and December 31, 2022, the Company did not hold any Level II or Level III financial instruments. The valuation methodology used in the determination of the changes in fair value of financial instruments for which Level III inputs were used at June 30, 2022 included a combination of the market approach and income approach.

The following tables summarize the changes in the fair value of financial instruments for which the Company has used Level III inputs to determine fair value (in thousands):


	Three Months Ended June 30,				Six Months Ended June 30,
	2023		2022		2023		2022








Derivative liabilities
Balance, beginning of period	$	—	$	2,411	$	—	$	1,386
Unrealized gains, net	—		(1,806)		—		(781)
Balance, end of period	$	—	$	605	$	—	$	605

Total realized and unrealized gains and losses recorded for Level III investments are reported in unrealized gains (losses) on derivative liabilities of Public SPACs in the Condensed Consolidated Statements of Operations.

- Definition

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

+ References + Details

Condensed Consolidated Statements of Operations (unaudited) - USD ($) $ in Thousands	3 Months Ended		5 Months Ended	6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022
Revenues
Fees and other	$ 327,103	$ 289,955		$ 638,574	$ 562,960
Capital allocation-based income	276,171	(398,237)		607,845	439,468
Total revenues	603,274	(108,282)		1,246,419	1,002,428
Compensation and benefits:
Cash-based compensation and benefits	115,667	115,639		236,118	231,998
Equity-based compensation	155,166	145,140		312,459	331,051
Performance allocation compensation	172,077	(298,026)		393,418	225,112
Total compensation and benefits	442,910	(37,247)		941,995	788,161
General, administrative and other	104,544	77,671		209,417	179,935
Depreciation and amortization	8,304	8,558		16,526	17,257
Total expenses	564,729	54,170		1,184,846	996,702
Income (loss) from investments:
Net gains (losses) from investment activities				15,662	(92,752)
Interest, dividends and other				100	100
Total investment income (loss)	14,630	(91,947)		39,379	(82,317)
Income (loss) before income taxes	53,175	(254,399)		100,952	(76,591)
Income tax expense	13,164	8,098		25,267	23,102
Net income (loss)	40,011	(262,497)	$ (105,398)	75,685	$ (99,693)
Net (loss) income attributable to redeemable equity in Public SPACs prior to Reorganization and IPO	5,367	4,058	5,881	6,896
Net income attributable to non-controlling interests in consolidated TPG funds prior to Reorganization and IPO	(25,306)	(128,869)	(133,781)	(50,798)
Net income attributable to TPG Group Holdings prior to Reorganization and IPO	32,755	(127,827)	(8,923)	67,337
Net income attributable to TPG Inc. subsequent to Reorganization and IPO	$ 27,195	$ (9,859)	$ 31,425	$ 52,250
Net income (loss) per share data:
Basic (in usd per share)	$ 0.32	$ (0.15)		$ 0.59	$ 0.37
Diluted (in usd per share)	$ 0.02	$ (0.37)		$ 0.01	$ (0.25)
Weighted-average shares of Class A common stock outstanding
Basic (in shares)	80,540,569	79,240,058		80,022,820	79,240,058
Diluted (in shares)	309,193,210	308,892,699		309,167,174	308,892,699
Consolidated Entity, Excluding VIE
Compensation and benefits:
Interest expense	$ 8,518	$ 4,731		$ 15,936	$ 9,369
Income (loss) from investments:
Net gains (losses) from investment activities	846	(99,395)		15,662	(92,752)
Interest, dividends and other	9,983	782		17,954	986
Variable Interest Entity, Primary Beneficiary
Compensation and benefits:
Other	453	457		972	1,980
Income (loss) from investments:
Interest, dividends and other	3,134	843		5,846	969
Unrealized gains (losses) on derivative liabilities of Public SPACs	$ 667	$ 5,823		$ (83)	$ 8,480

Acquisition - Narrative (Details)		1 Months Ended	6 Months Ended
Acquisition - Narrative (Details)	May 15, 2023 USD ($) shares	Jan. 31, 2022 USD ($) shares	Jun. 30, 2022 USD ($)	Jun. 30, 2023	Dec. 31, 2022
Business Acquisition [Line Items]
Business acquisition, earnout payment	$ 400,000,000
Class of warrant or right, percent threshold for exchange of units				0.1999
Acquisition of NewQuest			$ 0
Angelo Gordon
Business Acquisition [Line Items]
Payments to acquire businesses, gross	$ 970,000,000
Equity interest issued in the business acquisition (in shares) \| shares	62,500,000
NewQuest Holdings (Cayman) Limited
Business Acquisition [Line Items]
Business acquisition, percentage of voting interests acquired		33.30%			33.30%
Award vesting period		3 years
Award service period		3 years
Acquisition of NewQuest		$ 33,600,000
Business Combination, Gain (Loss) From Business Combination		$ 0
NewQuest Holdings (Cayman) Limited \| Common Units
Business Acquisition [Line Items]
Equity interest issued in the business acquisition (in shares) \| shares		1,072,998
NewQuest Holdings (Cayman) Limited \| Class A Common Stock
Business Acquisition [Line Items]
Equity interest issued in the business acquisition (in shares) \| shares		1,638,866

Insider Trading Arrangements	3 Months Ended
Insider Trading Arrangements	Jun. 30, 2023
Trading Arrangements, by Individual
Rule 10b5-1 Arrangement Adopted	false
Non-Rule 10b5-1 Arrangement Adopted	false
Rule 10b5-1 Arrangement Terminated	false
Non-Rule 10b5-1 Arrangement Terminated	false

Fair Value Measurement - Summary of Valuation of Financial Assets and Liabilities (Details) - USD ($)	Jun. 30, 2023	Dec. 31, 2022
Assets
Equity investments	$ 8,249,000	$ 12,072,000
Fair Value, Recurring
Assets
Equity method investments - fair value option	41,200,000	20,900,000
Fair Value, Recurring \| Fair Value, Inputs, Level 1
Assets
Equity method investments - fair value option	41,200,000	20,907,000
Equity investments	8,249,000	12,072,000
Total assets	49,449,000	32,979,000
Liabilities
Total liabilities	750,000	667,000
Fair Value, Recurring \| Fair Value, Inputs, Level 1 \| Public warrants
Liabilities
Derivative liabilities	750,000	667,000
Fair Value, Recurring \| Fair Value, Inputs, Level 2
Assets
Total assets	0	0
Liabilities
Total liabilities	$ 0	$ 0

Organization - Narrative (Details) $ / shares in Units, $ in Thousands			6 Months Ended	11 Months Ended
	Feb. 09, 2022 USD ($) shares	Jan. 12, 2022 USD ($) $ / shares shares	Jun. 30, 2022 USD ($)	Dec. 31, 2022 USD ($) shares	Jun. 30, 2023 holdingCompany shares
Subsidiary, Sale of Stock [Line Items]
Number of entities \| holdingCompany					3
Repurchase common units of TOG Operating Group \| $			$ 379,597	$ 379,600
TPG Operating Group
Subsidiary, Sale of Stock [Line Items]
Noncontrolling interest, ownership percentage by parent					26.00%
IPO
Subsidiary, Sale of Stock [Line Items]
Sale of stock, number of shares issued in transaction (in shares)		33,900,000
Sale of stock, price per share (in usd per share) \| $ / shares		$ 29.50
Sale of stock, consideration received on transaction \| $		$ 770,900
Underwriting discounts and commissions \| $		41,800
Payments of underwriting and offering costs \| $		$ 22,500
IPO \| Non-Controlling Interest Holder Of TPG Operating Group
Subsidiary, Sale of Stock [Line Items]
Sale of stock, number of shares issued in transaction (in shares)		5,589,806
Over-Allotment Option
Subsidiary, Sale of Stock [Line Items]
Sale of stock, consideration received on transaction \| $	$ 49,800
Class A Common Stock
Subsidiary, Sale of Stock [Line Items]
Common shares outstanding				79,240,058	80,511,475
Class A Common Stock \| IPO
Subsidiary, Sale of Stock [Line Items]
Ownership interests exchanged, number of shares issued (in shares)		35,136,254
Class A Common Stock \| Over-Allotment Option
Subsidiary, Sale of Stock [Line Items]
Sale of stock, number of shares issued in transaction (in shares)	1,775,410
Common shares outstanding	70,811,664
Class A Common Stock \| Over-Allotment Option \| Non-Controlling Interest Holder Of TPG Operating Group
Subsidiary, Sale of Stock [Line Items]
Sale of stock, number of shares issued in transaction (in shares)	1,614,590
Nonvoting Common Stock
Subsidiary, Sale of Stock [Line Items]
Common shares outstanding					8,258,901
Nonvoting Common Stock \| IPO
Subsidiary, Sale of Stock [Line Items]
Ownership interests exchanged, number of shares issued (in shares)		8,258,901
Nonvoting Common Stock \| Over-Allotment Option
Subsidiary, Sale of Stock [Line Items]
Common shares outstanding	8,258,901

Summary of Significant Accounting Policies - Disaggregation of Revenue (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022
Disaggregation of Revenue [Line Items]
Total fees and other	$ 327,103	$ 289,955	$ 638,574	$ 562,960
Performance allocations	262,346	(387,485)	578,053	412,473
Capital interests	13,825	(10,752)	29,792	26,995
Total capital allocation-based income	276,171	(398,237)	607,845	439,468
Total revenues	603,274	(108,282)	1,246,419	1,002,428
Management fees
Disaggregation of Revenue [Line Items]
Total fees and other	258,499	221,179	508,499	417,658
Monitoring fees
Disaggregation of Revenue [Line Items]
Total fees and other	2,434	3,543	5,190	7,544
Transaction fees
Disaggregation of Revenue [Line Items]
Total fees and other	14,802	13,301	17,275	42,510
Incentive fees
Disaggregation of Revenue [Line Items]
Total fees and other	0	4,833	0	4,833
Expense reimbursements and other
Disaggregation of Revenue [Line Items]
Total fees and other	$ 51,368	$ 47,099	$ 107,610	$ 90,415

Variable Interest Entities (Tables)

6 Months Ended

Jun. 30, 2023

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Schedule of Variable Interest Entities

The assets and liabilities recognized in the Company’s Condensed Consolidated Statements of Financial Condition related to its interest in these non-consolidated VIEs and its maximum exposure to loss relating to non-consolidated VIEs were as follows (in thousands):


	June 30, 2023		December 31, 2022
Investments (includes assets pledged of $515,338 and $475,110)	$	5,734,159	$	5,284,981
Due from affiliates	87,558		88,847
VIE-related assets	5,821,717		5,373,828
Potential clawback obligation	1,729,490		1,869,395
Due to affiliates	40,225		47,572
Maximum exposure to loss	$	7,591,432	$	7,290,795

The following table depicts the total assets and liabilities related to VIE securitization transactions included in the Company’s Condensed Consolidated Statements of Financial Condition (in thousands):


	June 30, 2023		December 31, 2022
Cash and cash equivalents	$	4,021	$	33,612
Restricted cash	13,182		13,166
Participation rights receivable (a)	515,338		475,110
Due from affiliates	434		436
Total assets	$	532,975	$	522,324

Accrued interest	$	191	$	191
Due to affiliates and other	343		280
Secured borrowings, net	245,413		245,259
Total liabilities	$	245,947	$	245,730

_______________

(a)Participation rights receivable related to VIE securitization transactions are included in investments in the Company’s Condensed Consolidated Statements of Financial Condition.

- Definition

Tabular disclosure of the significant judgments and assumptions made in determining whether a variable interest (as defined) held by the entity requires the variable interest entity (VIE) (as defined) to be consolidated and (or) disclose information about its involvement with the VIE, individually or in aggregate (as applicable); the nature of restrictions, if any, on the consolidated VIE's assets and on the settlement of its liabilities reported by an entity in its statement of financial position, including the carrying amounts of such assets and liabilities; the nature of, and changes in, the risks associated with involvement in the VIE; how involvement with the VIE affects the entity's financial position, financial performance, and cash flows; the lack of recourse if creditors (or beneficial interest holders) of the consolidated VIE have no recourse to the general credit of the primary beneficiary (if applicable); the terms of arrangements, giving consideration to both explicit arrangements and implicit variable interests, if any, that could require the entity to provide financial support to the VIE, including events or circumstances that could expose the entity to a loss; the methodology used by the entity for determining whether or not it is the primary beneficiary of the variable interest entity; the significant factors considered and judgments made in determining that the power to direct the activities of a VIE that most significantly impact the VIE's economic performance are shared (as defined); the carrying amounts and classification of assets and liabilities of the VIE included in the statement of financial position; the entity's maximum exposure to loss, if any, as a result of its involvement with the VIE, including how the maximum exposure is determined and significant sources of the entity's exposure to the VIE; a comparison of the carrying amounts of the assets and liabilities and the entity's maximum exposure to loss; information about any liquidity arrangements, guarantees, and (or) other commitments by third parties that may affect the fair value or risk of the entity's variable interest in the VIE; whether or not the entity has provided financial support or other support (explicitly or implicitly) to the VIE that it was not previously contractually required to provide or whether the entity intends to provide that support, including the type and amount of the support and the primary reasons for providing the support; and supplemental information the entity determines necessary to provide.

+ References + Details

Commitment and Contingencies - Guarantees (Details) - USD ($) $ in Thousands	Jun. 30, 2023	Dec. 31, 2022
Guarantor Obligations [Line Items]
Maximum obligations guaranteed	$ 1,280,134	$ 1,120,800
April 2024
Guarantor Obligations [Line Items]
Maximum obligations guaranteed	150,000
August 2024
Guarantor Obligations [Line Items]
Maximum obligations guaranteed	30,000
December 2024
Guarantor Obligations [Line Items]
Maximum obligations guaranteed	200,000
June 2026
Guarantor Obligations [Line Items]
Maximum obligations guaranteed	60,000
December 2026
Guarantor Obligations [Line Items]
Maximum obligations guaranteed	104,604
July 2027
Guarantor Obligations [Line Items]
Maximum obligations guaranteed	700,000
June 2030
Guarantor Obligations [Line Items]
Maximum obligations guaranteed	$ 35,530

Investments (Tables)

6 Months Ended

Jun. 30, 2023

Investments, Debt and Equity Securities [Abstract]

Summary of Equity Method Investments

Investments consist of the following (in thousands):


	June 30, 2023		December 31, 2022
Equity method - performance allocations	$	5,070,750	$	4,677,017
Equity method - capital interests (includes assets pledged of $515,338 and $475,110)	663,409		607,964
Equity method - fair value option	41,200		20,907
Equity method - other	11,610		11,908
Equity investments	8,249		12,072
Total investments	$	5,795,218	$	5,329,868

The following table summarizes net gains (losses) from investment activities (in thousands):


	Three Months Ended June 30,				Six Months Ended June 30,
	2023		2022		2023		2022
Net gains (losses) from investment activities
Net gains (losses) of equity method investments, fair value option	$	2,918	$	(34,827)	$	20,293	$	(26,939)
Net (losses) gains of equity method investments - other	(538)		719		(809)		948
Net losses from equity investments	(1,534)		(65,287)		(3,822)		(66,761)
Total net gains (losses) from investment activities	$	846	$	(99,395)	$	15,662	$	(92,752)

Summary of Equity Securities

Investments consist of the following (in thousands):


	June 30, 2023		December 31, 2022
Equity method - performance allocations	$	5,070,750	$	4,677,017
Equity method - capital interests (includes assets pledged of $515,338 and $475,110)	663,409		607,964
Equity method - fair value option	41,200		20,907
Equity method - other	11,610		11,908
Equity investments	8,249		12,072
Total investments	$	5,795,218	$	5,329,868

The following table summarizes net gains (losses) from investment activities (in thousands):


	Three Months Ended June 30,				Six Months Ended June 30,
	2023		2022		2023		2022
Net gains (losses) from investment activities
Net gains (losses) of equity method investments, fair value option	$	2,918	$	(34,827)	$	20,293	$	(26,939)
Net (losses) gains of equity method investments - other	(538)		719		(809)		948
Net losses from equity investments	(1,534)		(65,287)		(3,822)		(66,761)
Total net gains (losses) from investment activities	$	846	$	(99,395)	$	15,662	$	(92,752)

Commitment and Contingencies (Tables)

6 Months Ended

Jun. 30, 2023

Commitments and Contingencies Disclosure [Abstract]

Schedule of Guarantor Obligations

At June 30, 2023, the guarantees had expiration dates as follows (in thousands):


Maturity Date	Guarantee Amount

April 2024	$	150,000
August 2024	30,000
December 2024	200,000
June 2026	60,000
December 2026	104,604
July 2027	700,000
June 2030	35,530
Total	$	1,280,134

Consolidated Statements of Financial Condition - USD ($)
$ in Thousands

Jun. 30, 2023

Dec. 31, 2022

Assets

Cash and cash equivalents

$ 893,560

Restricted cash

^[1]

13,182

$ 13,166

Due from affiliates

$ 175,753

$ 202,639

Other receivable, after allowance for credit loss, related and nonrelated party status

Related Party

Investments (includes assets pledged)

^[1]

$ 5,795,218

$ 5,329,868

Total assets

7,770,187

7,941,738

Liabilities

Accounts payable and accrued expenses

185,984

98,171

Due to affiliates

124,764

139,863

Debt obligations

^[1]

444,901

444,566

Accrued performance allocation compensation

3,388,976

3,269,889

Total liabilities

4,381,284

4,202,232

Commitments and contingencies (Note 12)

Redeemable equity attributable to consolidated Public SPACs

^[1]

259,370

653,635

Equity

Preferred stock, $0.001 par value, 25,000,000 shares authorized (0 issued and outstanding as of June 30, 2023 and December 31, 2022, respectively)

Additional paid-in-capital

531,512

506,639

Retained (deficit) earnings

(3,663)

2,724

Other non-controlling interests

2,601,375

Other non-controlling interests

2,576,199

Total equity

3,129,533

3,085,871

Total equity

3,085,871

Total liabilities, redeemable equity and equity

$ 7,770,187

$ 7,941,738

Accounts Payable, Related and Nonrelated Party Status [Extensible Enumeration]

Related Party

Consolidated Entity, Excluding VIE

Assets

Cash and cash equivalents

$ 893,560

$ 1,107,484

Other assets

628,919

629,392

Liabilities

Other liabilities

226,953

226,090

Variable Interest Entity, Not Primary Beneficiary

Assets

Cash and cash equivalents

^[1]

4,059

5,097

Other assets

^[1]

126

457

Assets held in Trust Accounts

^[1]

259,370

653,635

Liabilities

Other liabilities

^[1]

206

236

Derivative liabilities

^[1]

750

667

Deferred underwriting

^[1]

8,750

22,750

Class A Common Stock

Equity

Common stock, value, issued

Class B Common Stock

Equity

Common stock, value, issued

$ 229

$ 230

[1]

Variable Interest Entities

6 Months Ended

Jun. 30, 2023

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Variable Interest Entities

TPG consolidates VIEs in which it is considered the primary beneficiary as described in Note 2 to the Condensed Consolidated Financial Statements. TPG’s investment strategies differ by TPG fund; however, the fundamental risks have similar characteristics, including loss of invested capital and loss of management fees and performance allocations. The Company does not provide performance guarantees and has no other financial obligation to provide funding to consolidated VIEs other than its own capital commitments.

The assets of consolidated VIEs may only be used to settle obligations of these consolidated VIEs. In addition, there is no recourse to the Company for the consolidated VIEs’ liabilities.

The Company holds variable interests in certain VIEs which are not consolidated as it is determined that the Company is not the primary beneficiary. The Company’s involvement with such entities is in the form of direct equity interests and fee arrangements. The fundamental risks have similar characteristics, including loss of invested capital and loss of management fees and performance allocations. Accordingly, disaggregation of TPG’s involvement by type of VIE would not provide more useful information. TPG may have an obligation as general partner to provide commitments to unconsolidated VIEs. For the three and six months ended June 30, 2023 and 2022, TPG did not provide any amounts to unconsolidated VIEs other than its obligated commitments.

The maximum exposure to loss represents the loss of assets recognized by TPG relating to non-consolidated entities and any amounts due to non-consolidated entities.


	June 30, 2023		December 31, 2022
Investments (includes assets pledged of $515,338 and $475,110)	$	5,734,159	$	5,284,981
Due from affiliates	87,558		88,847
VIE-related assets	5,821,717		5,373,828
Potential clawback obligation	1,729,490		1,869,395
Due to affiliates	40,225		47,572
Maximum exposure to loss	$	7,591,432	$	7,290,795

RemainCo

In conjunction with the Reorganization described in Note 1 to the Condensed Consolidated Financial Statements, the TPG Operating Group and RemainCo entered into certain agreements to effectuate the go-forward relationship between the entities. The arrangements discussed below represent the TPG Operating Group’s variable interests in RemainCo, which do not provide the TPG Operating Group with the power to direct the activities that most significantly impact RemainCo’s performance and operations. As a result, RemainCo represents a non-consolidated VIE.

RemainCo Administrative Services Agreement

The TPG Operating Group has entered into an administrative services agreement with RemainCo whereby the TPG Operating Group provides RemainCo with certain administrative services, including maintaining RemainCo’s books and records, tax and financial reporting and similar support which began on January 1, 2022. In exchange for these services, RemainCo pays the TPG Operating Group an annual administration fee in the amount of 1% per annum of the net asset value of RemainCo’s assets, with such amount payable quarterly in advance and recorded in expense reimbursements and other within revenues in the Condensed Consolidated Statements of Operations.

Securitization Vehicles

Certain subsidiaries of the Company issued $250.0 million in privately placed securitization notes. The Company used one or more special purpose entities that are considered VIEs to issue notes to third-party investors in the securitization transactions.

As of June 30, 2023 and December 31, 2022, the carrying amount of secured notes issued by the VIEs was $245.4 million and $245.3 million, respectively, and is shown in the Company’s Condensed Consolidated Statements of Financial Condition as debt obligations, net of unamortized issuance costs of $4.6 million and $4.7 million, respectively.


	June 30, 2023		December 31, 2022
Cash and cash equivalents	$	4,021	$	33,612
Restricted cash	13,182		13,166
Participation rights receivable (a)	515,338		475,110
Due from affiliates	434		436
Total assets	$	532,975	$	522,324

Accrued interest	$	191	$	191
Due to affiliates and other	343		280
Secured borrowings, net	245,413		245,259
Total liabilities	$	245,947	$	245,730

_______________

(a)Participation rights receivable related to VIE securitization transactions are included in investments in the Company’s Condensed Consolidated Statements of Financial Condition.

Variable Interest Entities - Assets and Liabilities Recognized (Details) - USD ($)
$ in Thousands

Jun. 30, 2023

Dec. 31, 2022

Variable Interest Entity [Line Items]

Investments

^[1]

$ 5,795,218

$ 5,329,868

Due from affiliates

175,753

202,639

Potential clawback obligation

1,729,500

Variable Interest Entity, Not Primary Beneficiary

Variable Interest Entity [Line Items]

VIE-related assets

5,821,717

5,373,828

Maximum exposure to loss

7,591,432

7,290,795

Variable Interest Entity, Not Primary Beneficiary | Nonrelated Party

Variable Interest Entity [Line Items]

Investments

5,734,159

5,284,981

Potential clawback obligation

1,729,490

1,869,395

Variable Interest Entity, Not Primary Beneficiary | Related Party

Variable Interest Entity [Line Items]

Due from affiliates

87,558

88,847

Due to affiliates

40,225

47,572

Variable Interest Entity, Primary Beneficiary

Variable Interest Entity [Line Items]

Due from affiliates

434

436

Due to affiliates

$ 343

$ 280

[1]

Related Party Transactions - Due from Affiliates and Due to Affiliates (Details) - USD ($) $ in Thousands	Jun. 30, 2023	Dec. 31, 2022
Due from Related Parties, Unclassified [Abstract]
Due from affiliates	$ 175,753	$ 202,639
Affiliated Entity
Due from Related Parties, Unclassified [Abstract]
Due from affiliates	175,753	202,639
Due to Related Parties [Abstract]
Trade accounts payable	124,764	139,863
Portfolio companies \| Affiliated Entity
Due from Related Parties, Unclassified [Abstract]
Due from affiliates	49,686	57,492
Due to Related Parties [Abstract]
Trade accounts payable	7,201	10,367
Partners and employees \| Affiliated Entity
Due from Related Parties, Unclassified [Abstract]
Due from affiliates	2,736	2,270
Due to Related Parties [Abstract]
Trade accounts payable	59,411	60,309
Other related entities \| Affiliated Entity
Due from Related Parties, Unclassified [Abstract]
Due from affiliates	35,773	54,030
Due to Related Parties [Abstract]
Trade accounts payable	17,927	21,615
Unconsolidated VIEs \| Affiliated Entity
Due from Related Parties, Unclassified [Abstract]
Due from affiliates	87,558	88,847
Due to Related Parties [Abstract]
Trade accounts payable	$ 40,225	$ 47,572

Equity-Based Compensation - Summary of Outstanding Awards, Compensation Expense, and Remaining Unrecognized Compensation Expense (Details) - USD ($) $ in Thousands, shares in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022	Dec. 31, 2022
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Compensation expense	$ 155,166	$ 145,140	$ 312,459	$ 331,051
Class A Common Stock
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares / Units Outstanding (in shares)	1.2		1.2
Compensation expense	$ 4,300	4,400	$ 8,700	8,300
Unrecognized compensation expense	$ 26,400	44,000	$ 26,400	44,000
IPO Service-Vesting Awards
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares / Units Outstanding (in shares)	8.4		8.4
Compensation expense	$ 11,500	17,400	$ 26,000	35,400
Unrecognized compensation expense	$ 172,200		$ 172,200
IPO Executive Service-Vesting Awards
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares / Units Outstanding (in shares)	1.1		1.1
Compensation expense	$ 1,600	1,600	$ 3,200	3,000
Unrecognized compensation expense	$ 23,000		$ 23,000
Total Restricted Stock Units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares / Units Outstanding (in shares)	15.0		15.0
Compensation expense	$ 25,300	20,800	$ 52,800	41,300
Unrecognized compensation expense	$ 328,100		$ 328,100
IPO Executive Performance Condition Awards
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares / Units Outstanding (in shares)	1.1		1.1
Compensation expense	$ 1,300	1,300	$ 2,600	2,400
Unrecognized compensation expense	$ 10,400		$ 10,400
Ordinary Service-Vesting Awards
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares / Units Outstanding (in shares)	4.3		4.3
Compensation expense	$ 10,600	300	$ 20,500	300
Unrecognized compensation expense	$ 120,000		$ 120,000
Ordinary Performance-Vesting Awards
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares / Units Outstanding (in shares)	0.1		0.1
Compensation expense	$ 300	200	$ 500
Unrecognized compensation expense	$ 2,500		$ 2,500
Total TPH and RPH Units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares / Units Outstanding (in shares)	50.5		50.5
Compensation expense	$ 119,600	114,500	$ 239,400	275,100
Unrecognized compensation expense	$ 1,178,200	1,638,000	$ 1,178,200	1,638,000
TPH Units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares / Units Outstanding (in shares)	50.1		50.1		50.3
Compensation expense	$ 100,500	93,000	$ 201,100	234,800
Unrecognized compensation expense	$ 1,009,400		$ 1,009,400
RPH Units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares / Units Outstanding (in shares)	0.4		0.4		0.4
Compensation expense	$ 19,100	21,500	$ 38,300	40,300
Unrecognized compensation expense	$ 168,800		$ 168,800
Total TOG Units and Class A Common Stock
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares / Units Outstanding (in shares)	3.0		3.0
Compensation expense	$ 9,000	10,700	$ 17,000	20,000
Unrecognized compensation expense	$ 54,400	97,400	$ 54,400	97,400
TOG Common Units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares / Units Outstanding (in shares)	1.8		1.8
Compensation expense	$ 4,700	6,300	$ 8,300	11,700
Unrecognized compensation expense	$ 28,000	$ 53,400	$ 28,000	$ 53,400

Equity-Based Compensation

6 Months Ended

Jun. 30, 2023

Share-Based Payment Arrangement [Abstract]

Equity-Based Compensation

Restricted Stock Awards

Under the Company’s 2021 Omnibus Equity Incentive Plan (the “Omnibus Plan”), the Company is permitted to grant equity awards representing ownership interests in TPG Inc.’s Class A common stock. On January 13, 2022, the Omnibus Plan became effective and the Company authorized for issuance 30,694,780 shares of TPG Inc.’s Class A common stock. On January 6, 2023, additional 12,797,983 shares of Class A common stock were registered, increasing the share reserve to 30,889,270 of which 27,800,836 may be issued as of June 30, 2023.

In conjunction with the IPO in 2022, TPG employees, certain of the Company’s executives and certain non-employees received one-time grants of equity-based awards in the form of restricted stock units which entitle the holder to one share of Class A common stock upon vesting.

Further, in the ordinary course of business the Company also grants equity awards that are subject to either service conditions (“Ordinary Service-Vesting Awards”) or a combination of service and performance conditions (“Ordinary Performance-Vesting Awards”).

The following table summarizes the outstanding restricted stock unit awards as of June 30, 2023 (in millions, including share data):


	Units Outstanding as of June 30, 2023	Compensation Expense for the three months ended				Compensation Expense for the six months ended				Unrecognized Compensation Expense as of June 30, 2023
		June 30, 2023		June 30, 2022		June 30, 2023		June 30, 2022
Restricted Stock Units
IPO Service-Vesting Awards	8.4	$	11.5	$	17.4	$	26.0	$	35.4	$	172.2
IPO Executive Service-Vesting Awards	1.1	1.6		1.6		3.2		3.0		23.0
IPO Executive Performance Condition Awards	1.1	1.3		1.3		2.6		2.4		10.4
Ordinary Service-Vesting Awards	4.3	10.6		0.3		20.5		0.3		120.0
Ordinary Performance-Vesting Awards	0.1	0.3		0.2		0.5		0.2		2.5
Total Restricted Stock Units	15.0	$	25.3	$	20.8	$	52.8	$	41.3	$	328.1

For the three and six months ended June 30, 2023, the Company recorded total restricted stock unit compensation expense of $25.3 million and $52.8 million respectively. For the three and six months ended June 30, 2022, the Company recorded total restricted stock unit compensation expense of $20.8 million and $41.3 million respectively. The expense associated with awards granted to certain non-employees of the Company is recognized in general, administrative and other in our Condensed Consolidated Statements of Operations and totaled $0.7 million and $1.4 million for the three and six months ended June 30, 2023 and $0.5 million and $5.9 million for the three and six months ended June 30, 2022, respectively.

For the three and six months ended June 30, 2023, the Company had 33,899 and 464,516 restricted stock units vest at a fair value of $1.0 million and $15.6 million, respectively. The restricted stock units were settled by issuing 18,748 and 271,417 shares of TPG Inc. Class A Common stock, net of withholding tax of $0.5 million and $6.5 million, respectively.

IPO and Ordinary Service-Vesting Awards

For the six months ended June 30, 2023, the Company issued 3.8 million of Ordinary Service-Vesting Awards. The grant date fair value of the Ordinary Service-Vesting Awards considers the public share price of the Company’s Class A common stock. The following table presents the rollforward of the Company’s unvested Service-Vesting Awards for the six months ended June 30, 2023 (awards in millions):


	Service-Vesting Awards	Weighted-Average Grant Date Fair Value
Balance at December 31, 2022	10.1	$	29.41
Granted	3.8	34.14
Vested	(0.5)	29.53
Forfeited	(0.7)	30.28
Balance at June 30, 2023	12.7	$	30.78

As of June 30, 2023, there was approximately $292.2 million of total estimated unrecognized compensation expense related to unvested Service-Vesting Awards, which is expected to be recognized over the weighted average remaining requisite service period of 3.0 years.

Ordinary Performance-Vesting Awards

In 2022 the Company also granted 0.1 million of Ordinary Performance-Vesting Awards. The weighted-average grant date fair value per share was $26.93 for these awards. For the three and six months ended June 30, 2023, the Company recorded equity-based compensation expense of $0.3 million and $0.5 million, respectively. For each of the three and six months ended June 30, 2022, the Company recorded $0.2 million equity-based compensation expense. Further, as of June 30, 2023, there was approximately $2.5 million of total estimated unrecognized compensation expense related to unvested Ordinary Performance-Vesting Awards, which is expected to be recognized over the weighted average remaining requisite service period of 2.6 years.

IPO Executive Awards

Under the Omnibus Plan, the Company also granted 2.2 million of Executive Awards in order to incentivize and retain key members of management and further their alignment with our shareholders in conjunction with the IPO. The Executive Awards include awards of (i) 1.1 million restricted stock units subject to service-based vesting over a five-year service period beginning with the second anniversary of the grant date (“Executive Service-Vesting Awards”) and (ii) 1.1 million market and service based restricted stock units (“Executive Performance Condition Awards”). Each Executive Performance Condition Award is comprised of two parts: (i) a time-based component requiring a five-year service period (“Type I”) and (ii) a market price component with a target Class A common stock share price at either $44.25 within five years or $59.00 within eight years (“Type II”). Dividend equivalents are paid on vested and unvested Executive Service-Vesting Awards when the dividend occurs. Dividend equivalents accrue for vested and unvested Executive Performance Condition Awards and are paid only when both the applicable service and performance conditions are satisfied.

Compensation expense for Executive Service-Vesting Awards is recognized on a straight-line basis and for the Executive Performance Condition Awards using the accelerated attribution method on a tranche by tranche basis.

The following table presents the rollforwards of the Company’s unvested Executive Awards for the six months ended June 30, 2023 (awards in millions):


	Executive Service-Vesting Awards	Grant Date Fair Value		Executive Performance Condition Awards	Weighted Average Grant Date Fair Value
Balance at December 31, 2022	1.1	$	29.50	1.1	$	16.58
Granted	—	—		—	—
Vested	—	—		—	—
Forfeited	—	—		—	—
Balance at June 30, 2023	1.1	$	29.50	1.1	$	16.58

Commitment and Contingencies - Narrative (Details)	1 Months Ended	6 Months Ended
Commitment and Contingencies - Narrative (Details)	Feb. 28, 2018 USD ($)	Jun. 30, 2023 USD ($) partner individual	Dec. 31, 2022 USD ($)
Loss Contingencies [Line Items]
Maximum obligations guaranteed		$ 1,280,134,000	$ 1,120,800,000
Amount of debt on obligations related to the guarantees		350,500,000	327,800,000
Letters of credit outstanding		400,000	$ 500,000
Unfunded capital commitments		0
Unfunded investment commitments		278,100,000
Potential clawback, net of tax		58,300,000
Potential clawback obligation		1,729,500,000
Contractual obligations, clawback liability payments		$ 0
Number of partners \| partner		2
Number of individuals \| individual		2
TPG and Apax-Related Parties
Loss Contingencies [Line Items]
Litigation settlement, amount awarded from other party	$ 9,500,000
TPG
Loss Contingencies [Line Items]
Litigation settlement, amount awarded from other party	$ 3,400,000

Derivative Instruments - Narrative (Details) - USD ($)

3 Months Ended

6 Months Ended

Jun. 30, 2023

Jun. 30, 2022

Jun. 30, 2023

Jun. 30, 2022

Dec. 31, 2022

Variable Interest Entity [Line Items]

Derivative liability, fair value of collateral

$ 0

Foreign Private Agreements

Variable Interest Entity [Line Items]

Derivative liabilities

Warrant

Variable Interest Entity [Line Items]

Derivative liabilities

800,000

700,000

Variable Interest Entity, Not Primary Beneficiary

Variable Interest Entity [Line Items]

Derivative liabilities

^[1]

750,000

$ 667,000

Unrealized gains (losses) on derivative liabilities of Public SPACs

$ 700,000

$ 5,800,000

$ (100,000)

$ 8,500,000

[1]

- Definition

Fair value, after the effects of master netting arrangements, of a financial liability or contract with one or more underlyings, notional amount or payment provision or both, and the contract can be net settled by means outside the contract or delivery of an asset. Includes liabilities not subject to a master netting arrangement and not elected to be offset.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 210
-Name Accounting Standards Codification
-Section 50
-Paragraph 6
-Subparagraph (e)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480524/946-210-50-6

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 210
-Name Accounting Standards Codification
-Section 50
-Paragraph 6
-Subparagraph (a)(1)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480524/946-210-50-6

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 210
-Name Accounting Standards Codification
-Section 50
-Paragraph 6
-Subparagraph (a)(2)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480524/946-210-50-6

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
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-Name Accounting Standards Codification
-Section 50
-Paragraph 6
-Subparagraph (a)(4)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480524/946-210-50-6

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
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-Name Accounting Standards Codification
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Reference 6: http://www.xbrl.org/2003/role/disclosureRef
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Reference 7: http://www.xbrl.org/2003/role/disclosureRef
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Reference 8: http://www.xbrl.org/2003/role/disclosureRef
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Reference 9: http://www.xbrl.org/2003/role/disclosureRef
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Reference 10: http://www.xbrl.org/2009/role/commonPracticeRef
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Reference 12: http://www.xbrl.org/2003/role/disclosureRef
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Reference 13: http://www.xbrl.org/2003/role/disclosureRef
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Reference 14: http://www.xbrl.org/2003/role/disclosureRef
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Reference 23: http://www.xbrl.org/2003/role/disclosureRef
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Reference 24: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
-Section 50
-Paragraph 10
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482907/825-10-50-10

+ Details

- Definition

+ References + Details

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References + Details

Derivative Instruments (Tables)

6 Months Ended

Jun. 30, 2023

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Schedule of Net Gains Recognized on Derivative Instruments

The following are net gains (losses) recognized on derivative instruments of Public SPACs (in thousands):


	Three Months Ended June 30,				Six Months Ended June 30,
	2023		2022		2023		2022





Unrealized gains (losses), net on public warrants	$	667	$	4,017	$	(83)	$	7,699
Unrealized gains, net on forward purchase agreements	—		1,806		—		781

Net gains (losses) on derivative instruments	$	667	$	5,823	$	(83)	$	8,480

Investments - Summary of Net Gains (Losses) from Investment Activities (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022
Net (losses) gains from investment activities
Net gains (losses) of equity method investments, fair value option	$ 2,918	$ (34,827)	$ 20,293	$ (26,939)
Net (losses) gains of equity method investments - other	(538)	719	(809)	948
Net losses from equity investments	(1,534)	(65,287)	(3,822)	(66,761)
Total net (losses) gains from investment activities	$ 846	$ (99,395)	$ 15,662	$ (92,752)

Income Taxes

6 Months Ended

Jun. 30, 2023

Income Tax Disclosure [Abstract]

Income Taxes

As a result of the Reorganization, the Company is treated as a corporation for U.S. federal and state income tax purposes. The Company is subject to U.S. federal and state income taxes, in addition to local and foreign income taxes, with respect to its allocable share of taxable income generated by the TPG Operating Group partnerships. Prior to the Reorganization, the Company was treated as a partnership for U.S. federal income tax purposes and therefore was not subject to U.S. federal and state income taxes except for certain consolidated subsidiaries that were subject to taxation in the U.S. (federal, state and local) and foreign jurisdictions as a result of their entity classification for tax reporting purposes.

As of June 30, 2023, the Company has recognized net deferred tax assets before the considerations of valuation allowances in the amount of $116.0 million which primarily relate to excess income tax basis versus book basis differences in connection with the Company’s investment in the TPG Operating Group partnerships. The excess of income tax basis in the TPG Operating Group partnerships was primarily due to the Reorganization which resulted in a step-up in the tax basis of certain assets to the Company that will be recovered as those underlying assets are sold or the tax basis is amortized. A portion of the excess income tax basis in the TPG Operating Group partnerships will only reverse upon a sale of the Company’s interest in the TPG Operating Group partnerships which is not expected to occur in the foreseeable future. As a result, the Company has recognized a valuation allowance in the amount of $80.0 million against its net deferred tax assets of $116.0 million (resulting in net deferred tax assets after valuation allowance of $36.0 million) as of June 30, 2023, as it is more-likely-than not that this portion of our deferred tax assets is not realizable. The Company evaluates the realizability of its deferred tax asset on a quarterly basis and adjusts the valuation allowance when it is more-likely-than-not that all or a portion of the deferred tax asset may not be realized. Additionally, the Company recorded a payable pursuant to the Tax Receivable Agreement within other liabilities in the Condensed Consolidated Statements of Financial Condition of $26.5 million, related to the Reorganization and subsequent exchanges of TPG Operating Group partnership units for common stock.

The Company’s effective tax rate was 24.8% and (3.2)% for the three months ended June 30, 2023 and 2022, respectively, and 25.0% and (30.2)% for the six months ended June 30, 2023 and 2022, respectively. The Company’s effective tax rate is dependent on many factors, including the estimated amount of income subject to tax. Consequently, the effective tax rate can vary from period to period. The Company’s overall effective tax rate in each of the periods described above deviates from the statutory rate primarily because a portion of income and losses are allocated to non-controlling interests, and the tax liability on such income or loss is borne by the holders of such non-controlling interests.

Applicable accounting standards provide that the Company may estimate an annual effective tax rate and apply that rate to year-to-date income for each interim period. However, because the Company’s forecast of income before taxes is highly variable due to changes in market conditions, the actual effective income tax rate for the year-to-date period represents a better estimate of the consolidated annual effective income tax rate. Accordingly, for the three and six months ended June 30, 2023 and 2022, the actual consolidated effective income tax rate was used to determine the Company’s income tax provision.

During the three and six months ended June 30, 2023 and 2022, there were no material changes to the uncertain tax positions and the Company does not expect there to be any material changes to uncertain tax positions within the next twelve months. The Company files its tax returns as prescribed by the tax laws of the jurisdictions in which it operates. In the normal course of business, the Company is subject to examination by U.S. federal, state, local and foreign tax authorities. Although the outcome of tax audits is always uncertain, the Company does not believe the outcome of any future audit will have a material adverse effect on the Company’s Condensed Consolidated Financial Statements.

On August 16, 2022, the Inflation Reduction Act of 2022 (“IRA”) was enacted in the United States. The IRA, among other things, includes a 15% minimum tax on adjusted financial statement income of corporations with average annual adjusted financial statement income in excess of $1 billion over a three-year period, a 1% excise tax on stock repurchases and additional clean energy tax incentives for tax years beginning after December 31, 2022. The Company does not expect the IRA to have a material impact to its consolidated financial statements based on analysis of the law in its current form. The Company will continue to evaluate its future impact if additional guidance is issued by the U.S. Department of the Treasury.

- Definition

The entire disclosure for income taxes. Disclosures may include net deferred tax liability or asset recognized in an enterprise's statement of financial position, net change during the year in the total valuation allowance, approximate tax effect of each type of temporary difference and carryforward that gives rise to a significant portion of deferred tax liabilities and deferred tax assets, utilization of a tax carryback, and tax uncertainties information.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480990/946-20-50-13

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 235
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(h)(2))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480678/235-10-S99-1

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-Name Accounting Standards Codification
-Publisher FASB
-URI https://asc.fasb.org//740/tableOfContent

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 14
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482685/740-10-50-14

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
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-Name Accounting Standards Codification
-Section 50
-Paragraph 21
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482685/740-10-50-21

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482526/740-270-50-1

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
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-Name Accounting Standards Codification
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-Paragraph 17
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482685/740-10-50-17

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
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-Section S99
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-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479360/740-10-S99-1

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
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-Paragraph 2
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Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 30
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482603/740-30-50-2

+ Details

Investments - Narrative (Details) - USD ($)	6 Months Ended
Investments - Narrative (Details) - USD ($)	Jun. 30, 2023	Jun. 30, 2022	Dec. 31, 2022	Sep. 20, 2021
Equity Securities without Readily Determinable Fair Value [Line Items]
Number of securities called by each warrant or earnout shares (in shares)	1
Class of warrants or earnout share contingency period				5 years
Equity securities without readily determinable fair value, impairment loss, annual amount	$ 0	$ 0
Equity investments	$ 8,249,000		$ 12,072,000
Nerdy Inc
Equity Securities without Readily Determinable Fair Value [Line Items]
Number of securities called by each warrant or earnout shares (in shares)	1
Fair Value, Recurring
Equity Securities without Readily Determinable Fair Value [Line Items]
Equity method investments - fair value option	$ 41,200,000		$ 20,900,000
Earnout Warrants \| Nerdy Inc
Equity Securities without Readily Determinable Fair Value [Line Items]
Exercise price of warrants or earnout shares (in usd per share)	$ 11.50
Class A Common Stock
Equity Securities without Readily Determinable Fair Value [Line Items]
Common shares outstanding	80,511,475		79,240,058
Nerdy Inc \| Earnout Shares
Equity Securities without Readily Determinable Fair Value [Line Items]
Class of warrant or earnout shares, outstanding (in shares)	4,000,000
Nerdy Inc \| Earnout Warrants
Equity Securities without Readily Determinable Fair Value [Line Items]
Class of warrant or earnout shares, outstanding (in shares)	4,900,000
Nerdy Inc \| Class A Common Stock
Equity Securities without Readily Determinable Fair Value [Line Items]
Common shares outstanding	7,700,000
Nerdy Inc
Equity Securities without Readily Determinable Fair Value [Line Items]
Equity method investment, ownership percentage	8.80%		9.00%

Equity-Based Compensation (Tables)

6 Months Ended

Jun. 30, 2023

Share-Based Payment Arrangement [Abstract]

Disclosure of Share-based Compensation Arrangements by Share-based Payment Award

The following table summarizes the outstanding restricted stock unit awards as of June 30, 2023 (in millions, including share data):


	Units Outstanding as of June 30, 2023	Compensation Expense for the three months ended				Compensation Expense for the six months ended				Unrecognized Compensation Expense as of June 30, 2023
		June 30, 2023		June 30, 2022		June 30, 2023		June 30, 2022
Restricted Stock Units
IPO Service-Vesting Awards	8.4	$	11.5	$	17.4	$	26.0	$	35.4	$	172.2
IPO Executive Service-Vesting Awards	1.1	1.6		1.6		3.2		3.0		23.0
IPO Executive Performance Condition Awards	1.1	1.3		1.3		2.6		2.4		10.4
Ordinary Service-Vesting Awards	4.3	10.6		0.3		20.5		0.3		120.0
Ordinary Performance-Vesting Awards	0.1	0.3		0.2		0.5		0.2		2.5
Total Restricted Stock Units	15.0	$	25.3	$	20.8	$	52.8	$	41.3	$	328.1

The following table summarizes the outstanding Other Awards as of June 30, 2023 (in millions, including share data):


	Unvested Units/Shares Outstanding as of June 30, 2023	Compensation Expense for the three months ended				Compensation Expense for the six months ended				Unrecognized Compensation Expense as of June 30, 2023
		June 30, 2023		June 30, 2022		June 30, 2023		June 30, 2022
TPH and RPH Units
TPH units	50.1	$	100.5	$	93.0	$	201.1	$	234.8	$	1,009.4
RPH units	0.4	19.1		21.5		38.3		40.3		168.8
Total TPH and RPH Units	50.5	$	119.6	$	114.5	$	239.4	$	275.1	$	1,178.2

TOG Units and Class A Common Stock
TOG Common Units	1.8	4.7		6.3		8.3		$	11.7	$	28.0
Class A Common Stock	1.2	4.3		4.4		8.7		8.3		26.4
Total TOG Units and Class A Common Stock	3.0	$	9.0	$	10.7	$	17.0	$	20.0	$	54.4

Schedule of Nonvested Share Activity

The following table presents the rollforward of the Company’s unvested Service-Vesting Awards for the six months ended June 30, 2023 (awards in millions):


	Service-Vesting Awards	Weighted-Average Grant Date Fair Value
Balance at December 31, 2022	10.1	$	29.41
Granted	3.8	34.14
Vested	(0.5)	29.53
Forfeited	(0.7)	30.28
Balance at June 30, 2023	12.7	$	30.78

The following table presents the rollforwards of the Company’s unvested Executive Awards for the six months ended June 30, 2023 (awards in millions):


	Executive Service-Vesting Awards	Grant Date Fair Value		Executive Performance Condition Awards	Weighted Average Grant Date Fair Value
Balance at December 31, 2022	1.1	$	29.50	1.1	$	16.58
Granted	—	—		—	—
Vested	—	—		—	—
Forfeited	—	—		—	—
Balance at June 30, 2023	1.1	$	29.50	1.1	$	16.58

The following table presents the rollforwards of the Company’s unvested TPH Units and RPH Units for the six months ended June 30, 2023 (units in millions):


	TPH Units			RPH Units
	Partnership Units	Grant Date Fair Value		Partnership Units	Grant Date Fair Value
Balance at December 31, 2022	50.3	$	24.38	0.4	$	457.10
Reallocated	0.7	28.41		—	—
Vested	(0.2)	23.60		—	—
Forfeited	(0.7)	24.79		—	—
Balance at June 30, 2023	50.1	$	24.43	0.4	$	457.10

The following table presents the rollforwards of the Company’s unvested TOG Units and Class A Common Stock Awards for the six months ended June 30, 2023 (awards in millions):


	TOG Units			Class A Common Stock
	Partnership Units	Grant Date Fair Value		Partnership Units	Grant Date Fair Value
Balance at December 31, 2022	2.2	$	27.29	1.7	$	29.50
Granted	—	—		—	—
Vested	(0.4)	27.29		(0.5)	29.50
Forfeited	—	—		—	—
Balance at June 30, 2023	1.8	$	27.29	1.2	$	29.50

Acquisition	6 Months Ended
Acquisition	Jun. 30, 2023
Business Combination and Asset Acquisition [Abstract]
Acquisition	Angelo Gordon Acquisition On May 14, 2023, the Company and certain of its affiliated entities (the “TPG Parties”) entered into a transaction agreement (the “Transaction Agreement”) with Angelo, Gordon & Co., L.P. and AG Funds L.P. (collectively, “Angelo Gordon”) and certain of their affiliated entities (together with Angelo Gordon, the “Angelo Gordon Parties”) pursuant to which the Company has agreed to acquire Angelo Gordon, an alternative investment firm focused on credit and real estate investing, on the terms and subject to the conditions set forth in the Transaction Agreement (the “Transaction”). The Transaction Agreement provides for closing consideration of (i) an estimated $970.0 million in cash (based on an assumed level of net cash and current assets of Angelo Gordon) and (ii) up to 62.5 million Common Units of the TPG Operating Group II, L.P., an indirect subsidiary of the Company (including an equal number of shares of Class B common stock of the Company), and restricted stock units of the Company, in each case, subject to the adjustments set forth in the Transaction Agreement. In addition, upon the satisfaction of certain fee-related revenue targets by the Angelo Gordon Parties during the period beginning on January 1, 2026 and ending on December 31, 2026, the Angelo Gordon Parties will be entitled to an earnout payment of up to $400.0 million (the “Earnout Payment”). The Earnout Payment is payable, at the Company’s election, subject to certain limitations set forth in the Transaction Agreement, in cash, Common Units (including an equal number of shares of Class B common stock of the Company), or a combination thereof. The Transaction is subject to required regulatory approvals and certain other customary closing conditions. The Class B common stock to be issued in connection with the Transaction, including in connection with the Earnout Payment, will be issued upon the effectiveness of certain amendments to the Company’s Amended and Restated Certificate of Incorporation. Pursuant to an amendment to the Exchange Agreement (as defined herein) to be entered into in connection with the consummation of the Transaction, the number of Common Units that may be exchanged into cash or Class A common stock will be limited to those representing 19.99% of the Class A common stock, nonvoting Class A common stock of TPG and Class B common stock outstanding immediately prior to the closing of the Transaction (the “Closing”) until at least 20 calendar days after the Company mails a definitive Schedule 14C Information Statement with respect to the required approval by the Company’s stockholders in accordance with Nasdaq Rule 5635(a). NewQuest Acquisition In January 2022, the Company completed its acquisition of the remaining 33.3% interest in NewQuest Holdings (Cayman) Limited (“NQ Manager”) in exchange for equity interests in the Company, which consisted of 1,638,866 shares of Class A common stock and 1,072,998 Common Units of the TPG Operating Group. All of the granted equity interests are subject to a three-year service vesting condition and as such, will be recognized on a straight-line basis as post-combination compensation expense. The effect of the acquisition was a reallocation of equity between controlling and non-controlling interest of $33.6 million. This transaction was an acquisition under common control in which no gain or loss was recognized. For additional information on the NewQuest acquisition, see Note 3 to the Consolidated Financial Statements in the Company’s Annual Report.

Equity

6 Months Ended

Jun. 30, 2023

Equity [Abstract]

Equity

The Company has three classes of common stock outstanding, Class A common stock, nonvoting Class A common stock and Class B common stock. Class A common stock is traded on the Nasdaq Global Select Market. The Company is authorized to issue 2,240,000,000 shares of Class A common stock with a par value of $0.001 per share, 100,000,000 shares of nonvoting Class A common stock, 750,000,000 shares of Class B common stock with a par value of $0.001 per share, and 25,000,000 shares of preferred stock, with a par value of $0.001 per share. Each share of the Company’s Class A common stock entitles its holder to one vote, and each share of our Class B common stock entitles its holder to ten votes. Holders of Class A common stock and Class B common stock generally vote together as a single class on all matters presented to the Company’s stockholders for their vote or approval. The nonvoting Class A common stock have the same rights and privileges as, rank equally and share ratably with, and are identical in all respects as to all matters to, the Class A common stock, except that the nonvoting Class A common stock have no voting rights other than such rights as may be required by law. Holders of Class A common stock are entitled to receive dividends when and if declared by the board of directors. Holders of the Class B common stock are not entitled to dividends in respect of their shares of Class B common stock. As of June 30, 2023, 72,252,574 shares of Class A common stock and 8,258,901 shares of nonvoting Class A common stock were outstanding, 228,652,641 shares of Class B common stock were outstanding, and there were no shares of preferred stock outstanding.

Dividends and distributions are reflected in the Condensed Consolidated Statements of Changes in Equity when declared by the board of directors. Dividends are made to Class A common stockholders and distributions are made to holders of non-controlling interests in subsidiaries.

The table below presents information regarding the quarterly dividends on the Class A common stock, which were made at the sole discretion of the Board of Directors of the Company.

Date Declared

Record Date

Payment date

Dividend per Class A Common Share

May 10, 2022

May 20, 2022

June 3, 2022

0.44

August 9, 2022

August 19, 2022

September 2, 2022

0.39

November 9, 2022

November 21, 2022

December 2, 2022

0.26

February 15, 2023

February 27, 2023

March 10, 2023

0.50

Total 2022 Dividend Year

1.59

May 15, 2023

May 25, 2023

June 5, 2023

0.20

August 8, 2023

August 18, 2023

September 1, 2023

0.22

Total 2023 Dividend Year (through Q2 2023)

0.42

Exchange of Common Units

Pursuant to the exchange agreement entered into at the time of our IPO (the “Exchange Agreement”), on March 30, 2023 a pre-IPO Investor exchanged 1,000,000 Common Units of each TPG Operating Group partnership for 1,000,000 shares of Class A common stock. This exchange resulted in the issuance of 1,000,000 shares of Class A common stock and the cancellation of 1,000,000 shares of Class B common stock for no additional consideration.

- Definition

The entire disclosure for equity.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
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Reference 2: http://www.xbrl.org/2003/role/disclosureRef
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Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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Reference 5: http://www.xbrl.org/2003/role/disclosureRef
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Reference 6: http://www.xbrl.org/2003/role/disclosureRef
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Reference 7: http://www.xbrl.org/2003/role/disclosureRef
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Reference 8: http://www.xbrl.org/2003/role/disclosureRef
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Reference 9: http://www.xbrl.org/2003/role/disclosureRef
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-Paragraph 1
-Subparagraph (SX 210.4-08(e)(1))
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Reference 10: http://fasb.org/us-gaap/role/ref/legacyRef
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Reference 11: http://www.xbrl.org/2003/role/disclosureRef
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Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
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-Paragraph 13
-Subparagraph (i)
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Reference 14: http://www.xbrl.org/2003/role/disclosureRef
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Reference 15: http://www.xbrl.org/2003/role/disclosureRef
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Reference 16: http://www.xbrl.org/2003/role/disclosureRef
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Reference 17: http://www.xbrl.org/2003/role/disclosureRef
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Reference 18: http://www.xbrl.org/2003/role/disclosureRef
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Reference 19: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

Net Income (Loss) Per Class A Common Share (Tables)

6 Months Ended

Jun. 30, 2023

Earnings Per Share [Abstract]

Schedule of Earnings Per Share, Basic, by Common Class, Including Two Class Method

The following table sets forth reconciliations of the numerators and denominators used to compute basic and diluted net income (loss) per share of Class A common stock (in thousands, except share and per share data):


	Three Months Ended June 30,				Six Months Ended June 30,
	2023		2022		2023		2022
Numerator:
Net income (loss)	$	40,011	$	(262,497)	$	75,685	$	(99,693)
Less:
Net loss attributable to redeemable equity in Public SPACs prior to IPO	—		—		—		(517)
Net income attributable to other non-controlling interests prior to Reorganization and IPO	—		—		—		966
Net income attributable to TPG Group Holdings prior to Reorganization and IPO	—		—		—		5,256
Net income (loss) subsequent to IPO	40,011		(262,497)		75,685		(105,398)
Less:

Net income attributable to redeemable equity in Public SPACs subsequent to IPO	5,367		4,058		6,896		5,881
Net loss attributable to non-controlling interests in TPG Operating Group subsequent to IPO	(25,306)		(128,869)		(50,798)		(133,781)
Net income (loss) attributable to other non-controlling interests subsequent to IPO	32,755		(127,827)		67,337		(8,923)
Net income (loss) attributable to Class A Common Stockholders prior to distributions	27,195		(9,859)		$	52,250	$	31,425
Reallocation of earnings to unvested participating restricted stock units (a)	(1,723)		(2,416)		(5,419)		(2,040)
Net income (loss) attributable to Class A Common Stockholders - Basic	25,472		(12,275)		$	46,831	$	29,385

Net loss assuming exchange of non-controlling interest	(22,398)		(102,075)		(44,335)		(106,234)
Reallocation of income from participating securities assuming exchange of Common Units	1,596		—		—		—
Net income (loss) attributable to Class A Common Stockholders - Diluted	$	4,670	$	(114,350)	$	2,496	$	(76,849)
Denominator:
Weighted-Average Shares of Common Stock Outstanding - Basic	80,540,569		79,240,058		80,022,820		79,240,058
Exchange of Common Units to Class A Common Stock	228,652,641		229,652,641		229,144,354		229,652,641
Weighted-Average Shares of Common Stock Outstanding - Diluted	309,193,210		308,892,699		309,167,174		308,892,699
Net income (loss) available to Class A common stock per share
Basic	$	0.32	$	(0.15)	$	0.59	$	0.37
Diluted	$	0.02	$	(0.37)	$	0.01	$	(0.25)
Dividends declared per share of Class A Common Stock (b)	$	0.20	$	0.44	$	0.70	$	0.44

___________

(a)As there were no undistributed losses during the three months ended June 30, 2023, the unvested participating restricted stock units received their pro rata reallocation of earnings. No undistributed losses were allocated to unvested participating restricted stock units during the six months ended June 30, 2023 and the three and six months ended June 30, 2022, as the holders do not have a contractual obligation to share in the losses of the Company with common stockholders.

(b)Dividends declared reflects the calendar date of the declaration for each distribution.

Equity-Based Compensation - Narrative (Details) $ / shares in Units, $ in Thousands			1 Months Ended	3 Months Ended		6 Months Ended		12 Months Ended
	Jan. 06, 2023 shares	Feb. 09, 2022	Jan. 31, 2022	Jun. 30, 2023 USD ($) $ / shares shares	Jun. 30, 2022 USD ($)	Jun. 30, 2023 USD ($) $ / shares shares	Jun. 30, 2022 USD ($)	Dec. 31, 2022 $ / shares shares	Jan. 13, 2022 shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of shares authorized for issuance (in shares)	30,889,270								30,694,780
Number of additional shares authorized (in shares)	12,797,983
Number of shares available for grant (in shares)				27,800,836		27,800,836
Equity-based compensation \| $				$ 155,166	$ 145,140	$ 312,459	$ 331,051
Share-based payment arrangement, shares withheld for tax withholding obligation (in shares)				18,748		271,417
Payment, tax withholding, share-based payment arrangement \| $						$ 6,489	0
Class A Common Stock
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Equity-based compensation \| $				$ 4,300	4,400	$ 8,700	8,300
Shares / Units Outstanding (in shares)				1,200,000		1,200,000
Unrecognized compensation expense \| $				$ 26,400	44,000	$ 26,400	44,000
NewQuest Holdings (Cayman) Limited
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Award vesting period			3 years
Award service period			3 years
Business acquisition, percentage of voting interests acquired			33.30%					33.30%
Restricted Stock Units And Performance Stock Units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Award conversion ratio		1
Total Restricted Stock Units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Equity-based compensation \| $				$ 25,300	20,800	$ 52,800	41,300
Vested in period (in shares)				33,899		464,516
Vested in period, fair value \| $				$ 1,000		$ 15,600
Payment, tax withholding, share-based payment arrangement \| $				$ 500		$ 6,500
Shares / Units Outstanding (in shares)				15,000,000.0		15,000,000.0
Unrecognized compensation expense \| $				$ 328,100		$ 328,100
Total Restricted Stock Units \| General and Administrative Expense
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Equity-based compensation \| $				$ 700	500	$ 1,400	5,900
Services Vesting Award
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vested in period (in shares)						500,000
Granted (in shares)						3,800,000
Weighted average grant date fair value (in usd per share) \| $ / shares				$ 30.78		$ 30.78		$ 29.41
Shares / Units Outstanding (in shares)				12,700,000		12,700,000		10,100,000
Restricted Stock Units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Unrecognized compensation expense \| $				$ 292,200		$ 292,200
Weighted average remaining requisite service period						3 years
Performance-Vesting Awards
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Granted (in shares)								100,000
Unrecognized compensation expense \| $				$ 2,500		$ 2,500
Weighted average grant date fair value (in usd per share) \| $ / shares				$ 26.93		$ 26.93
Award vesting period						2 years 7 months 6 days
Ordinary Performance-Vesting Awards
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Equity-based compensation \| $				$ 300	200	$ 500
Shares / Units Outstanding (in shares)				100,000		100,000
Unrecognized compensation expense \| $				$ 2,500		$ 2,500
Executive Awards
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Granted (in shares)						2,200,000
IPO Executive Service-Vesting Awards
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vested in period (in shares)						0
Granted (in shares)						0
Unrecognized compensation expense \| $				$ 23,000		$ 23,000
Weighted average remaining requisite service period						3 years 6 months
Weighted average grant date fair value (in usd per share) \| $ / shares				$ 29.50		$ 29.50		$ 29.50
Award vesting period						5 years
Shares / Units Outstanding (in shares)				1,100,000		1,100,000		1,100,000
Award service period						5 years
IPO Executive Performance Condition Awards
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Equity-based compensation \| $				$ 1,300	1,300	$ 2,600	2,400
Granted (in shares)						1,100,000
Shares / Units Outstanding (in shares)				1,100,000		1,100,000
Unrecognized compensation expense \| $				$ 10,400		$ 10,400
Executive Market Condition Awards, Type I
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Award service period						5 years
Executive Market Condition Awards, Type II
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Target common stock share price within five years (in usd per share) \| $ / shares						$ 44.25
Target common stock share price within eight years (in usd per share) \| $ / shares						$ 59.00
IPO Executive Performance Condition Awards
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vested in period (in shares)						0
Granted (in shares)						0
Weighted average remaining requisite service period						2 years 4 months 24 days
Weighted average grant date fair value (in usd per share) \| $ / shares				$ 16.58		$ 16.58		$ 16.58
Shares / Units Outstanding (in shares)				1,100,000		1,100,000		1,100,000
Total TPH and RPH Units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Equity-based compensation \| $				$ 119,600	114,500	$ 239,400	275,100
Shares / Units Outstanding (in shares)				50,500,000		50,500,000
Unrecognized compensation expense \| $				$ 1,178,200	1,638,000	$ 1,178,200	1,638,000
Total TOG Units and Class A Common Stock
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Equity-based compensation \| $				$ 9,000	10,700	$ 17,000	20,000
Shares / Units Outstanding (in shares)				3,000,000.0		3,000,000.0
Unrecognized compensation expense \| $				$ 54,400	97,400	$ 54,400	97,400
TOG Common Units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Equity-based compensation \| $				$ 4,700	6,300	$ 8,300	11,700
Shares / Units Outstanding (in shares)				1,800,000		1,800,000
Unrecognized compensation expense \| $				$ 28,000	$ 53,400	$ 28,000	$ 53,400

Net Income (Loss) Per Class A Common Share

6 Months Ended

Jun. 30, 2023

Earnings Per Share [Abstract]

Net Income (Loss) Per Class A Common Share

The Company calculates its basic and diluted income (loss) per share using the two-class method for all periods presented, which defines unvested share-based payment awards that contain nonforfeitable rights to dividends as participating securities. The two-class method is an allocation formula that determines income per share for each share of common stock and participating securities according to dividends declared and participation rights in undistributed earnings. Under this method, all income (distributed and undistributed) is allocated to common shares and participating securities based on their respective rights to receive dividends.

In computing the dilutive effect that the exchange of TPG Operating Group partnership units would have on net income available to Class A common stock per share, TPG considered that net income (loss) available to holders of shares of Class A common stock would increase due to the elimination of non-controlling interests in the TPG Operating Group, inclusive of any tax impact. The hypothetical conversion may be dilutive to the extent there is activity at the TPG Inc. level that has not previously been attributed to the non-controlling interests or if there is a change in tax rate as a result of a hypothetical conversion.

Basic and diluted net income (loss) per share of Class A common stock for the six months ended June 30, 2022 is presented from January 13, 2022 through June 30, 2022, the period following the Reorganization and IPO. There were no shares of Class A common stock outstanding prior to January 13, 2022, therefore no income per share information has been presented for any period prior to that date.


	Three Months Ended June 30,				Six Months Ended June 30,
	2023		2022		2023		2022
Numerator:
Net income (loss)	$	40,011	$	(262,497)	$	75,685	$	(99,693)
Less:
Net loss attributable to redeemable equity in Public SPACs prior to IPO	—		—		—		(517)
Net income attributable to other non-controlling interests prior to Reorganization and IPO	—		—		—		966
Net income attributable to TPG Group Holdings prior to Reorganization and IPO	—		—		—		5,256
Net income (loss) subsequent to IPO	40,011		(262,497)		75,685		(105,398)
Less:

Net income attributable to redeemable equity in Public SPACs subsequent to IPO	5,367		4,058		6,896		5,881
Net loss attributable to non-controlling interests in TPG Operating Group subsequent to IPO	(25,306)		(128,869)		(50,798)		(133,781)
Net income (loss) attributable to other non-controlling interests subsequent to IPO	32,755		(127,827)		67,337		(8,923)
Net income (loss) attributable to Class A Common Stockholders prior to distributions	27,195		(9,859)		$	52,250	$	31,425
Reallocation of earnings to unvested participating restricted stock units (a)	(1,723)		(2,416)		(5,419)		(2,040)
Net income (loss) attributable to Class A Common Stockholders - Basic	25,472		(12,275)		$	46,831	$	29,385

Net loss assuming exchange of non-controlling interest	(22,398)		(102,075)		(44,335)		(106,234)
Reallocation of income from participating securities assuming exchange of Common Units	1,596		—		—		—
Net income (loss) attributable to Class A Common Stockholders - Diluted	$	4,670	$	(114,350)	$	2,496	$	(76,849)
Denominator:
Weighted-Average Shares of Common Stock Outstanding - Basic	80,540,569		79,240,058		80,022,820		79,240,058
Exchange of Common Units to Class A Common Stock	228,652,641		229,652,641		229,144,354		229,652,641
Weighted-Average Shares of Common Stock Outstanding - Diluted	309,193,210		308,892,699		309,167,174		308,892,699
Net income (loss) available to Class A common stock per share
Basic	$	0.32	$	(0.15)	$	0.59	$	0.37
Diluted	$	0.02	$	(0.37)	$	0.01	$	(0.25)
Dividends declared per share of Class A Common Stock (b)	$	0.20	$	0.44	$	0.70	$	0.44

___________

(b)Dividends declared reflects the calendar date of the declaration for each distribution.

Summary of Significant Accounting Policies (Tables)

6 Months Ended

Jun. 30, 2023

Accounting Policies [Abstract]

Disaggregation of Revenue

Revenues consisted of the following (in thousands):


	Three Months Ended June 30,				Six Months Ended June 30,
	2023		2022		2023		2022
Management fees	$	258,499	$	221,179	$	508,499	$	417,658

Monitoring fees	2,434		3,543		5,190		7,544
Transaction fees	14,802		13,301		17,275		42,510
Incentive fees	—		4,833		—		4,833
Expense reimbursements and other	51,368		47,099		107,610		90,415
Total fees and other	327,103		289,955		638,574		562,960

Performance allocations	262,346		(387,485)		578,053		412,473
Capital interests	13,825		(10,752)		29,792		26,995
Total capital allocation-based income	276,171		(398,237)		607,845		439,468

Total revenues	$	603,274	$	(108,282)	$	1,246,419	$	1,002,428

Condensed Consolidated Statements of Changes in Equity (unaudited) - USD ($) $ in Thousands	Total	IPO	Over-Allotment Option	Partners' Capital	Class A Common Stock	Class B Common Stock	Total TPG Inc. Equity	Total TPG Inc. Equity IPO	Total TPG Inc. Equity Over-Allotment Option	Common Stock Class A Common Stock	Common Stock Class A Common Stock IPO	Common Stock Class A Common Stock Over-Allotment Option	Common Stock Class B Common Stock	Additional Paid-In Capital	Additional Paid-In Capital IPO	Additional Paid-In Capital Over-Allotment Option	Retained Earnings (Deficit)	Other Non-Controlling Interests	Other Non-Controlling Interests IPO
Beginning balance at Dec. 31, 2021	$ 6,261,414			$ 1,606,593														$ 4,654,821
Increase (Decrease) in Partners' Capital [Roll Forward]
Issuance of common stock in IPO, net of underwriting discount and issuance costs				0
Deconsolidation of previously consolidated entities				0
Ending balance at Jun. 30, 2022				0
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income (loss)	(99,693)
Effect of Reorganization and purchase of units in the Partnership	1,896			(1,611,739)			$ 272,032			$ 49			$ 230	$ 271,780			$ (27)	1,341,603
Effect of Reorganization and purchase of units in the Partnership (in shares)										48,984,961			229,652,641
Shares issued during period (in shares)											28,310,194	1,775,410
Stock issued during the period (in shares)		$ 759,213	$ 49,756					$ 784,639	$ 49,756		$ 28	$ 2			$ 784,611	$ 49,754			$ (25,426)
Change in redemption value of redeemable non-controlling interest	(379,597)																	(379,597)
Equity reallocation between controlling and non-controlling interests prior to Reorganization and IPO	0						(654,129)							(654,129)				654,129
Acquisition of NewQuest	0						33,584							33,584				(33,584)
Shares issued for net settlement of equity-based awards										169,493
Shares issued for net settlement of equity-based awards	187						1,088			$ 0				1,088				(901)
Deferred tax effect resulting from purchase of Class A Units, net of amounts payable under Tax Receivable Agreement	(13,232)						(13,232)							(13,232)
Liability-based performance allocation compensation	(3,525,767)																	(3,525,767)
Net income (loss) subsequent to Reorganization and IPO	(111,279)						31,425										31,425	(142,704)
Equity-based compensation subsequent to Reorganization and IPO	336,485						15,730							15,730				320,755
Dividends/Distributions	(330,186)						(36,187)										(36,187)	(293,999)
Capital contributions subsequent to Reorganization and IPO	3,723																	3,723
Change in redemption value of redeemable non-controlling interest subsequent to Reorganization and IPO	5,720						107							107				5,613
Ending balance (in shares) at Jun. 30, 2022										79,240,058			229,652,641
Ending balance at Jun. 30, 2022	3,064,038						484,813			$ 79			$ 230	489,293			(4,789)	2,579,225
Ending balance at Jun. 30, 2022				$ 0
Beginning balance (in shares) at Mar. 31, 2022										79,070,565			229,652,641
Beginning balance at Mar. 31, 2022	3,425,285						521,420			$ 79			$ 230	479,854			41,257	2,903,865
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income (loss)	(262,497)
Shares issued for net settlement of equity-based awards										169,493
Shares issued for net settlement of equity-based awards	187						1,088			$ 0				1,088				(901)
Net income (loss) subsequent to Reorganization and IPO	(266,555)						(9,859)										(9,859)	(256,696)
Equity-based compensation subsequent to Reorganization and IPO	146,023						8,103							8,103				137,920
Dividends/Distributions	(247,841)						(36,187)										(36,187)	(211,654)
Capital contributions subsequent to Reorganization and IPO	3,723																	3,723
Change in redemption value of redeemable non-controlling interest subsequent to Reorganization and IPO	3,216						248							248				2,968
Ending balance (in shares) at Jun. 30, 2022										79,240,058			229,652,641
Ending balance at Jun. 30, 2022	3,064,038						484,813			$ 79			$ 230	489,293			(4,789)	2,579,225
Beginning balance at Dec. 31, 2022	3,085,871
Increase (Decrease) in Partners' Capital [Roll Forward]
Noncontrolling interest, change in redemption value	15,161						657							657				14,504
Beginning balance (in shares) at Dec. 31, 2022					79,240,058	229,652,641				79,240,058			229,652,641
Beginning balance at Dec. 31, 2022	3,085,871						509,672			$ 79			$ 230	506,639			2,724	2,576,199
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income (loss)	75,685
Shares issued during period (in shares)											0
Stock issued during the period (in shares)							0
Equity reallocation between controlling and non-controlling interests prior to Reorganization and IPO	0						7,570							7,570				(7,570)
Acquisition of NewQuest													$ (1)
Shares issued for net settlement of equity-based awards										271,417
Shares issued for net settlement of equity-based awards	0									$ 0				0
Deferred tax effect resulting from purchase of Class A Units, net of amounts payable under Tax Receivable Agreement	(6,489)						(1,664)							(1,664)				(4,825)
Deferred tax effects resulting from changes in equity	(1,195)						(1,195)							(1,195)
Net income (loss) subsequent to Reorganization and IPO	68,789						52,250										52,250	16,539
Equity-based compensation subsequent to Reorganization and IPO	310,270						18,420							18,420				291,850
Effect of Reorganization and purchase of units in the Partnership	8,762																	8,762
Dividends/Distributions	(352,721)						(58,637)										(58,637)	(294,084)
Exchange of Common Units to TPG Inc. Class A Common stock (in shares)										1,000,000			(1,000,000)
Exchange of Common Units to TPG Inc. Class A Common stock	1,085						1,085			$ 1				1,085
Ending balance (in shares) at Jun. 30, 2023					80,511,475	228,652,641				80,511,475			228,652,641
Ending balance at Jun. 30, 2023	3,129,533						528,158			$ 80			$ 229	531,512			(3,663)	2,601,375
Increase (Decrease) in Partners' Capital [Roll Forward]
Noncontrolling interest, change in redemption value	16,343						748							748				15,595
Beginning balance (in shares) at Mar. 31, 2023										80,492,727			228,652,641
Beginning balance at Mar. 31, 2023	3,001,444						509,216			$ 80			$ 229	522,888			(13,981)	2,492,228
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income (loss)	40,011
Equity reallocation between controlling and non-controlling interests prior to Reorganization and IPO	0						89							89				(89)
Shares issued for net settlement of equity-based awards										18,748
Shares issued for net settlement of equity-based awards	0									$ 0				0
Deferred tax effect resulting from purchase of Class A Units, net of amounts payable under Tax Receivable Agreement	(456)						(118)							(118)				(338)
Deferred tax effects resulting from changes in equity	(1,195)						(1,195)							(1,195)
Net income (loss) subsequent to Reorganization and IPO	34,644						27,195										27,195	7,449
Equity-based compensation subsequent to Reorganization and IPO	154,565						9,100							9,100				145,465
Effect of Reorganization and purchase of units in the Partnership	5,970																	5,970
Dividends/Distributions	(81,782)						(16,877)										(16,877)	(64,905)
Ending balance (in shares) at Jun. 30, 2023					80,511,475	228,652,641				80,511,475			228,652,641
Ending balance at Jun. 30, 2023	$ 3,129,533						$ 528,158			$ 80			$ 229	$ 531,512			$ (3,663)	$ 2,601,375

Label	Element	Value
Noncontrolling Interest, Change in Redemption Value	us-gaap_MinorityInterestChangeInRedemptionValue	$ (517,000)
Partner Capital [Member]
Net Income (Loss), Including Portion Attributable to Noncontrolling Interest	us-gaap_ProfitLoss	5,256,000
Noncontrolling Interest, Change in Redemption Value	us-gaap_MinorityInterestChangeInRedemptionValue	(110,000)
Noncontrolling Interest [Member]
Net Income (Loss), Including Portion Attributable to Noncontrolling Interest	us-gaap_ProfitLoss	966,000
Noncontrolling Interest, Change in Redemption Value	us-gaap_MinorityInterestChangeInRedemptionValue	$ (407,000)

- Definition

The consolidated profit or loss for the period, net of income taxes, including the portion attributable to the noncontrolling interest.

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+ Details

Equity - Dividends Declared (Details) - $ / shares							3 Months Ended		6 Months Ended
Equity - Dividends Declared (Details) - $ / shares	Aug. 08, 2023	May 15, 2023	Feb. 15, 2023	Nov. 09, 2022	Aug. 09, 2022	May 10, 2022	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022
Class of Stock [Line Items]
Dividends declared per share of Class A Common Stock (in usd per share)							$ 0.20	$ 0.44	$ 0.70	$ 0.44
Class A Common Stock
Class of Stock [Line Items]
Dividends declared per share of Class A Common Stock (in usd per share)		$ 0.20	$ 0.50	$ 0.26	$ 0.39	$ 0.44			$ 0.42	$ 1.59
Class A Common Stock \| Subsequent Event
Class of Stock [Line Items]
Dividends declared per share of Class A Common Stock (in usd per share)	$ 0.22

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

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-URI https://asc.fasb.org//1943274/2147481112/505-10-50-18

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 210
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.5-02(27)(b))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480566/210-10-S99-1

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 210
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.5-02(28))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480566/210-10-S99-1

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481112/505-10-50-2

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Topic 210
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.5-02(29))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480566/210-10-S99-1

Reference 15: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 3
-Subparagraph (SX 210.6-03(i)(2))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479886/946-10-S99-3

Reference 16: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 3
-Subparagraph (SX 210.6-03(i)(1))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479886/946-10-S99-3

Reference 17: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 3
-Subparagraph (SX 210.6-03(i)(2)(i))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479886/946-10-S99-3

Reference 18: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 3
-Subparagraph (SX 210.6-03(i)(2)(ii))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479886/946-10-S99-3

+ Details

Summary of Significant Accounting Policies (Policies)

6 Months Ended

Jun. 30, 2023

Accounting Policies [Abstract]

Basis of Presentation

Use of Estimates

Use of EstimatesThe preparation of the Condensed Consolidated Financial Statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the Condensed Consolidated Financial Statements, and the reported amounts of revenues, expenses, and investment income during the reporting periods. Actual results could differ from those estimates and such differences could be material to the Condensed Consolidated Financial Statements.

Principles of Consolidation

Investments

Equity Method – Performance Allocations and Capital Interests

Equity Method Investments – Other

Equity Method – Fair Value Option

Equity Investments

Non-Controlling Interests

Non-Controlling InterestsNon-controlling interests consists of ownership interests held by third-party investors in certain entities that are consolidated, but not 100% owned. The aggregate of the income or loss and corresponding equity that is not owned by the Company is included in non-controlling interests in the Condensed Consolidated Financial Statements. Allocation of income to non-controlling interest holders is based on the respective entities’ governing documents.

Revenues

Revenues consisted of the following (in thousands):


	Three Months Ended June 30,				Six Months Ended June 30,
	2023		2022		2023		2022
Management fees	$	258,499	$	221,179	$	508,499	$	417,658

Monitoring fees	2,434		3,543		5,190		7,544
Transaction fees	14,802		13,301		17,275		42,510
Incentive fees	—		4,833		—		4,833
Expense reimbursements and other	51,368		47,099		107,610		90,415
Total fees and other	327,103		289,955		638,574		562,960

Performance allocations	262,346		(387,485)		578,053		412,473
Capital interests	13,825		(10,752)		29,792		26,995
Total capital allocation-based income	276,171		(398,237)		607,845		439,468

Total revenues	$	603,274	$	(108,282)	$	1,246,419	$	1,002,428

Fees and Other

Revenue Streams

Customer

Performance Obligations satisfied over time or

point in time(a)

Variable or Fixed Consideration

Revenue Recognition

Classification of Uncollected Amounts (b)

Management Fees

TPG funds, limited partners and other vehicles

Asset management services are satisfied over time (daily) because the customer receives and consumes the benefits of the advisory services daily

Consideration is variable since over time the management fee varies based on fluctuations in the basis of the calculation of the fee

Management fees are recognized each reporting period based on the value provided to the customer for that reporting period

Due from affiliates – unconsolidated VIEs

Monitoring Fees

Portfolio companies

In connection with the investment advisory services provided, the Company earns monitoring fees for providing oversight and advisory services to certain portfolio companies over time

Consideration is variable when based on fluctuations in the basis of the calculation of the fee

Consideration is fixed when based on a fixed agreed-upon amount

Monitoring fees are recognized each reporting period based on the value provided to the customer for that reporting period

Due from affiliates – portfolio companies

Transaction Fees

Portfolio companies, third-parties and other vehicles

The company provides advisory services, debt and equity arrangements, and underwriting and placement services for a fee at a point in time

Consideration is fixed and is based on a point in time

Transaction fees are recognized on or shortly after the transaction is completed

Due from affiliates – portfolio companies

Other assets - other

Incentive Fees

TPG funds and other vehicles

Investment management services performed over a period of time that result in achievement of minimum investment return levels

Consideration is variable since incentive fees are contingent upon the TPG Fund or vehicles achieving more than the stipulated investment threshold return

Incentive fees are recognized at the end of the performance measurement period if the investment performance is achieved

Due from affiliates – unconsolidated VIEs

Expense

Reimbursements and other

TPG funds, portfolio companies and third-parties

Expense reimbursements incurred at a point in time relate to providing investment, management and monitoring services. Other revenue is performed over time.

Expense reimbursements and other are fixed consideration

Expense reimbursements and other are recognized as the expenses are incurred or services are rendered

Due from affiliates – portfolio companies and unconsolidated VIEs

Other assets – other

_________________

(a)There were no significant judgments made in evaluating when a customer obtains control of the promised service for performance obligations satisfied at a point in time.

(b)See Note 10 to the Condensed Consolidated Financial Statements for amounts classified in due from affiliates.

Management Fees

Monitoring Fees

Transaction Fees

Incentive Fees

Expense Reimbursements and Other

Capital Allocation-Based Income (Loss)

on a cumulative basis and cumulative results are compared to amounts previously recorded with a current period adjustment, positive or negative, recorded.

Investment Income

Income from equity method investments

Income from equity method investments for which the fair value option was elected

Income from equity investments

Unrealized gains (losses) from derivative liabilities of Public SPACs

Unrealized gains (losses) from derivative liabilities of Public SPACs includes unrealized gains and losses from changes in fair value of warrants and forward purchase agreements (“FPAs”).

Interest, dividends and other

Interest income is recognized as earned. Dividend income is recognized by the Company on the ex-dividend date, or in the absence of a formal declaration, on the date it is received.

Compensation and Benefits

Cash-based compensation and benefits includes (i) salaries and wages, (ii) benefits and (iii) discretionary cash bonuses. Bonuses are accrued over the service period to which they relate.

Net Income (Loss) Per Share of Class A Common Stock

Cash, Cash Equivalents and Restricted Cash

Cash, and Cash Equivalents and Restricted Cash, Cash and Cash Equivalents Held by Consolidated Public SPACs

Cash, Cash Equivalents and Restricted Cash

Cash and Cash Equivalents Held by Consolidated Public SPACs

Assets Held in Trust Accounts

Class A Ordinary Shares”) and used these funds to redeem its YTPG Class A Ordinary Shares. See Note 10 to the Condensed Consolidated Financial Statements.

Derivatives of Public SPACs

Derivative Liabilities of Public SPACs

Financial derivative assets and liabilities related to our consolidated Public SPACs’ investment activities consist of warrant liabilities and forward purchase agreements.

Fair Value Measurement

The three levels of the fair value hierarchy under ASC 820 are as follows:

In certain instances, an investment that is measured and reported at fair value may be transferred into or out of Level I, II, or III of the fair value hierarchy.

ultimately be realized. The period of time over which the underlying assets of the investments will be liquidated is unknown.

Financial Instruments

Due from Due to Affiliates

Due From and Due To Affiliates

Goodwill

Intangible assets

Intangible Assets

Operating Leases

limited to, collateral assumptions, the term of the lease, and the economic environment in which the lease is denominated at the commencement date.

Redeemable Equity from Consolidated Public SPACs

Income Taxes

Recent Accounting Pronouncements and Recently Adopted Accounting Guidance

Recent Accounting Pronouncements

Cover - shares	6 Months Ended
Cover - shares	Jun. 30, 2023	Aug. 04, 2023
Document Information [Line Items]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Jun. 30, 2023
Document Transition Report	false
Entity File Number	001-04321
Entity Registrant Name	TPG Inc.
Entity Incorporation, State or Country Code	DE
Entity Address, Address Line One	301 Commerce Street,
Entity Address, Address Line Two	Suite 3300
Entity Address, Postal Zip Code	76102
Entity Address, City or Town	Fort Worth,
Entity Address, State or Province	TX
Entity Tax Identification Number	87-2063362
City Area Code	817
Local Phone Number	871-4000
Title of 12(b) Security	Class A common stock
Trading Symbol	TPG
Security Exchange Name	NASDAQ
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Central Index Key	0001880661
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2023
Document Fiscal Period Focus	Q2
Amendment Flag	false
Class A Common Stock
Document Information [Line Items]
Entity Common Stock, Shares Outstanding		72,284,424
Nonvoting Common Stock
Document Information [Line Items]
Entity Common Stock, Shares Outstanding		8,258,901
Class B Common Stock
Document Information [Line Items]
Entity Common Stock, Shares Outstanding		228,652,641

Consolidated Statements of Financial Condition (Parenthetical) - USD ($) $ in Thousands	Jun. 30, 2023	Dec. 31, 2022
Preferred stock, par or stated value per share (in usd per share)	$ 0.001	$ 0.001
Preferred stock, shares authorized	25,000,000	25,000,000
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Class A Common Stock
Common stock, par or stated value per share (in usd per share)	$ 0.001	$ 0.001
Common stock, shares authorized	2,340,000,000	2,340,000,000
Common stock, shares issued	80,511,475	79,240,058
Common shares outstanding	80,511,475	79,240,058
Class B Common Stock
Common stock, par or stated value per share (in usd per share)	$ 0.001	$ 0.001
Common stock, shares authorized	750,000,000	750,000,000
Common stock, shares issued	228,652,641	229,652,641
Common shares outstanding	228,652,641	229,652,641
Asset Pledged as Collateral
Proceeds receivable on sale of investments	$ 515,338	$ 475,110

Operating Leases (Tables)

6 Months Ended

Jun. 30, 2023

Leases [Abstract]

Summary of Components of Lease Expense and Supplemental Consolidated Statement of Cash Flow Information

The components of lease expense were as follows (in thousands):


	Three Months Ended June 30,				Six Months Ended June 30,
	2023		2022		2023			2022
Lease cost (a):
Operating lease cost	$	6,708	$	6,555	$	13,339		$	13,031
Short-term lease costs	180		69		313			274
Variable lease cost	1,800		1,605		3,591			2,776
Sublease income	(852)		(688)		(1,668)			(2,220)
Total lease cost	$	7,836	$	7,541	$	15,575		$	13,861
Weighted-average remaining lease term					6.6			7.5
Weighted-average discount rate					4.15		%	4.07		%

___________

(a)Office rent expense for the three and six months ended June 30, 2023 was $6.7 million and $13.3 million, respectively. Office rent expense for the three and six months ended June 30, 2022 was $7.0 million and $13.4 million, respectively.

Supplemental Condensed Consolidated Statements of Cash Flows information related to leases were as follows (in thousands):


	Six Months Ended June 30,
	2023		2022
Cash paid for amounts included in the measurement of lease liabilities	$	14,981	$	14,364
Other non-cash changes in right-of-use assets	6,042		4,205
Non-cash right-of-use assets and lease liability termination	—		(13,554)

Summary of Undiscounted Cash Flows of Operating Leases on an Annual Basis

The following table shows the undiscounted cash flows on an annual basis for operating lease liabilities as of June 30, 2023 (in thousands):


Year Due	Lease Amount
Remainder of 2023	$	15,218
2024	24,383
2025	19,152
2026	20,401
2027	18,967
Thereafter	65,107
Total future undiscounted operating lease payments	163,228
Less: imputed interest	(23,377)
Present value of operating lease liabilities	$	139,851

Fair Value Measurement - Narrative (Details) - Fair Value, Recurring - USD ($)	Jun. 30, 2023	Dec. 31, 2022
Fair Value, Inputs, Level 2
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Assets, fair value disclosure	$ 0	$ 0
Financial liabilities fair value disclosure	0	0
Fair Value, Inputs, Level 3
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Assets, fair value disclosure	0	0
Financial liabilities fair value disclosure	$ 0	$ 0

Debt Obligations - Schedule of Debt (Details) $ in Thousands		1 Months Ended	6 Months Ended
	Apr. 14, 2023 USD ($)	Aug. 31, 2014 USD ($) creditFacility	Jun. 30, 2023 USD ($) tranche	Dec. 31, 2022 USD ($)	Jul. 31, 2022 USD ($)	Jul. 01, 2021 USD ($)
Debt Instrument, Redemption [Line Items]
Number of tranches \| tranche			2
Line of Credit
Debt Instrument, Redemption [Line Items]
Borrowing Capacity			$ 1,330,000
Line of credit facility, commitment fee percentage			0.30%
Line of Credit \| Base Rate \| Maximum
Debt Instrument, Redemption [Line Items]
Debt instrument, basis spread on variable rate			2.00%
Line of Credit \| Base Rate \| Minimum
Debt Instrument, Redemption [Line Items]
Debt instrument, basis spread on variable rate			1.00%
Line of Credit \| Secured Overnight Financing Rate (SOFR)
Debt Instrument, Redemption [Line Items]
Debt instrument, basis spread on variable rate			1.00%
Line of Credit \| Federal Funds Rate
Debt Instrument, Redemption [Line Items]
Debt instrument, basis spread on variable rate			0.50%
Line of Credit \| Risk-Free Rate \| Maximum
Debt Instrument, Redemption [Line Items]
Debt instrument, basis spread on variable rate			3.00%
Line of Credit \| Risk-Free Rate \| Minimum
Debt Instrument, Redemption [Line Items]
Debt instrument, basis spread on variable rate			2.00%
Line of Credit \| Sterling Overnight Index Average \| Maximum
Debt Instrument, Redemption [Line Items]
Debt instrument, basis spread on variable rate			3.00%
Line of Credit \| Sterling Overnight Index Average \| Minimum
Debt Instrument, Redemption [Line Items]
Debt instrument, basis spread on variable rate			2.00%
Secured Debt
Debt Instrument, Redemption [Line Items]
Carrying Value			$ 444,901	$ 444,566
Debt instrument, call option, interest rate, percentage			4.00%
Senior Unsecured Revolving Credit Facility \| Line of Credit
Debt Instrument, Redemption [Line Items]
Borrowing Capacity			$ 700,000
Carrying Value			$ 0	$ 0
Interest Rate			6.24%	5.46%
Subordinated Credit Facility \| Line of Credit
Debt Instrument, Redemption [Line Items]
Borrowing Capacity			$ 30,000
Carrying Value			$ 0	$ 0
Interest Rate			7.49%	6.71%
Senior Unsecured Term Loan Agreement \| Line of Credit
Debt Instrument, Redemption [Line Items]
Borrowing Capacity			$ 200,000
Carrying Value			$ 199,488	$ 199,307
Interest Rate			6.24%	5.46%
Secured Borrowings - Tranche A \| Secured Debt
Debt Instrument, Redemption [Line Items]
Borrowing Capacity			$ 200,000
Carrying Value			$ 196,310	$ 196,186
Interest Rate			5.33%	5.33%
Secured Borrowings - Tranche B \| Secured Debt
Debt Instrument, Redemption [Line Items]
Borrowing Capacity			$ 50,000
Carrying Value			$ 49,103	$ 49,073
Interest Rate			4.75%	4.75%
364-Day Revolving Credit Facility \| Line of Credit
Debt Instrument, Redemption [Line Items]
Borrowing Capacity	$ 150,000		$ 150,000
Carrying Value			$ 0	$ 0
Interest Rate			7.14%	0.00%
Debt instrument, term	364 days
Revolving Credit Facility \| Senior Unsecured Revolving Credit Facility \| Line of Credit
Debt Instrument, Redemption [Line Items]
Borrowing Capacity					$ 700,000	$ 300,000
Revolving Credit Facility \| Senior Unsecured Revolving Credit Facility \| Line of Credit \| Base Rate \| Maximum
Debt Instrument, Redemption [Line Items]
Debt instrument, basis spread on variable rate			0.25%
Line of credit facility, commitment fee percentage			0.15%
Revolving Credit Facility \| Senior Unsecured Revolving Credit Facility \| Line of Credit \| Secured Overnight Financing Rate (SOFR) \| Maximum
Debt Instrument, Redemption [Line Items]
Debt instrument, basis spread on variable rate			1.25%
Debt instrument, basis spread on variable rate, per annum adjustment			0.10%
Revolving Credit Facility \| Subordinated Credit Facility \| Subordinated Debt
Debt Instrument, Redemption [Line Items]
Borrowing Capacity		$ 30,000
Number of credit facilities \| creditFacility		2
Revolving Credit Facility \| Subordinated Credit Facility Two \| Subordinated Debt
Debt Instrument, Redemption [Line Items]
Borrowing Capacity		$ 15,000
Revolving Credit Facility \| Subordinated Credit Facility One \| Subordinated Debt
Debt Instrument, Redemption [Line Items]
Borrowing Capacity		$ 15,000
Subordinated Debt \| Subordinated Credit Facility \| Secured Overnight Financing Rate (SOFR)
Debt Instrument, Redemption [Line Items]
Debt instrument, basis spread on variable rate			2.25%
Subordinated Debt \| Subordinated Credit Facility \| Subordinated Debt \| Secured Overnight Financing Rate (SOFR)
Debt Instrument, Redemption [Line Items]
Debt instrument, basis spread on variable rate, per annum adjustment			0.10%
Term Loans \| Senior Unsecured Term Loan Agreement \| Secured Overnight Financing Rate (SOFR)
Debt Instrument, Redemption [Line Items]
Debt instrument, basis spread on variable rate			1.00%
Term Loans \| Senior Unsecured Term Loan Agreement \| Line of Credit \| Secured Overnight Financing Rate (SOFR)
Debt Instrument, Redemption [Line Items]
Debt instrument, basis spread on variable rate			0.00%
Debt instrument, basis spread on variable rate, per annum adjustment			0.10%

Operating Leases

6 Months Ended

Jun. 30, 2023

Leases [Abstract]

Operating Leases

The following tables summarize the Company’s lease cost, cash flows, and other supplemental information related to its operating leases.

The components of lease expense were as follows (in thousands):


	Three Months Ended June 30,				Six Months Ended June 30,
	2023		2022		2023			2022
Lease cost (a):
Operating lease cost	$	6,708	$	6,555	$	13,339		$	13,031
Short-term lease costs	180		69		313			274
Variable lease cost	1,800		1,605		3,591			2,776
Sublease income	(852)		(688)		(1,668)			(2,220)
Total lease cost	$	7,836	$	7,541	$	15,575		$	13,861
Weighted-average remaining lease term					6.6			7.5
Weighted-average discount rate					4.15		%	4.07		%

___________

Supplemental Condensed Consolidated Statements of Cash Flows information related to leases were as follows (in thousands):


	Six Months Ended June 30,
	2023		2022
Cash paid for amounts included in the measurement of lease liabilities	$	14,981	$	14,364
Other non-cash changes in right-of-use assets	6,042		4,205
Non-cash right-of-use assets and lease liability termination	—		(13,554)

The following table shows the undiscounted cash flows on an annual basis for operating lease liabilities as of June 30, 2023 (in thousands):


Year Due	Lease Amount
Remainder of 2023	$	15,218
2024	24,383
2025	19,152
2026	20,401
2027	18,967
Thereafter	65,107
Total future undiscounted operating lease payments	163,228
Less: imputed interest	(23,377)
Present value of operating lease liabilities	$	139,851