8-KEarnings & ResultsMaterial AgreementsExhibits & Filings

KKR & Co. Inc. 8-K Report, Material Agreement (Nov 3, 2010)

Filed November 3, 2010For Securities:KKRKKRTKKR-PDKKRS

Summary

This 8-K filing from KKR & Co. Inc. (KKR) on November 3, 2010, primarily concerns an "Amended and Restated Exchange Agreement" and the release of its third-quarter 2010 financial results. The amended agreement modifies the terms of an earlier exchange agreement, introducing provisions that allow KKR Holdings L.P. to limit the number of KKR Group Partnership Units that can be exchanged quarterly and to cancel exchanges under certain conditions. A notable change involves exchanges of Fund Holdings units with a new subsidiary, which may have minor implications for the tax character of income for certain unitholders, though KKR expects these to be immaterial. The filing also incorporates by reference a press release detailing the company's financial performance for the third quarter ended September 30, 2010, providing investors with an update on operational results.

Key Highlights

  • 1KKR entered into an Amended and Restated Exchange Agreement on November 2, 2010, modifying terms of an earlier July 14, 2010 agreement.
  • 2The amended agreement grants KKR Holdings L.P. the ability to limit quarterly exchanges of KKR Group Partnership Units.
  • 3Provisions for the cancellation of exchanges under specific conditions have been added.
  • 4Certain exchanges of Fund Holdings units will now be conducted through a new subsidiary of the Partnership.
  • 5This subsidiary arrangement may alter the tax character of income for some unitholders, though KKR anticipates an immaterial impact.
  • 6The company also released its financial results for the third quarter ended September 30, 2010, via a press release (Exhibit 99.1).

Frequently Asked Questions

The Amended and Restated Exchange Agreement modifies the original agreement to provide KKR Holdings L.P. with more control over the exchange of KKR Group Partnership Units, allowing them to limit quarterly exchanges and providing conditions under which exchanges can be canceled. It also changes how certain Fund Holdings units are exchanged.

The introduction of a new subsidiary for certain Fund Holdings unit exchanges means 1% of the subsidiary's income may be recognized as taxable income by KKR Management Holdings Corp. This could potentially change the tax character of income distributed to unitholders. However, KKR states they expect this impact to be immaterial for any particular unitholder.

KKR's financial results for the third quarter ended September 30, 2010, were announced in a press release dated November 3, 2010. This press release is included as Exhibit 99.1 to this 8-K filing.