KENNEDY-WILSON HOLDINGS, INC. (NYSE:KW) Files An 8-K Regulation FD Disclosure

KENNEDY-WILSON HOLDINGS, INC. (NYSE:KW) Files An 8-K Regulation FD DisclosureITEM 7.01REGULATION FD DISCLOSURE

On February 28, 2018, Kennedy-Wilson, Inc. (the “Company”), a wholly-owned subsidiary of Kennedy-Wilson Holdings, Inc., issued a press release announcing that it intends to offer an additional $250 million in aggregate principal amount of its 5.875% senior notes due 2024, subject to market and other conditions (the “Offering”). The Company intends to use the net proceeds from the Offering to repay the entire amount currently drawn under its revolving credit facility and a portion of the amounts outstanding under its term loan facility. The notes will be unsecured and guaranteed by certain of the Company’s subsidiaries. A copy of the press release is furnished as Exhibit 99.1 to this report.

The notes have not been registered under the Securities Act of 1933, as amended (the “Securities Act”), or applicable state securities laws and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act and applicable state securities laws. This Current Report on Form 8-K shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of the notes in any state or foreign jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or foreign jurisdiction.

ITEM 8.01OTHER EVENTS

In connection with the Offering, the Company has entered into cross-currency swap agreements totaling $200.0 million, which will act as a hedge of its net investment in Euro-denominated assets against future volatility in the exchange rate between the U.S. dollar and the Euro. By doing so, the Company synthetically converted a portion of its U.S. dollar-based long-term debt into Euro-denominated long-term debt. The agreements have a five-year tenor and, under the terms of the swap agreements, the Company’s interest payments from the notes will be converted from U.S. dollar to Euro at an average coupon of 3.319%.As a result, the Company expects to realize annual net cash interest savings of approximately $5.1 million, based on the average swapped coupon of 3.319% as compared to the 5.875% coupon on the notes.

Also, subsequent to December 31, 2017, the Company and its equity partners acquired $264.8 million of real estate-related investments, including two multifamily properties (580 units) and a 689,000 square feet retail center in the Western United States and a hotel in Honolulu, HI. The Company’s total equity investment in these transactions was approximately $39.5 million (including closing costs). In addition, the Company and its equity partners disposed of $93.8 million of real estate-related investments, including non-core commercial assets in the United Kingdom and received $46.3 million in cash proceeds.

In addition, as of February 27, 2018, the Company and its equity partners are under separate contracts to purchase a multifamily property and a multifamily development project in the Western United States and a multifamily property in Ireland for a total of $171.7 million. The Company anticipates financing these acquisitions with a combination of debt financing, balance sheet cash and partner equity. With respect to such assets under contract, the Company has non-refundable deposits of approximately $12.5 million held in escrow. The amount of the Company’s equity investment in these acquisitions has not yet been determined, but it currently expects its aggregate equity investment in these acquisitions to be between $60 million to $75 million. There can be no assurance that the Company will complete the potential acquisitions under contract. Also, as of February 27, 2018, the Company and its equity partners are under separate contracts to dispose of an office building in the Western United States and two retail buildings in the United Kingdom at an aggregate sales price of approximately $27.6 million. The Company currently expects to receive a total of approximately $4.7 million in proceeds from these transactions. There can be no assurance that the Company will complete the potential dispositions under contract.

ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.

(d) Exhibits

Kennedy-Wilson Holdings, Inc. ExhibitEX-99.1 2 launchpressreleaseexhibit9.htm LAUNCH RELEASE,…To view the full exhibit click here
About KENNEDY-WILSON HOLDINGS, INC. (NYSE:KW)
Kennedy-Wilson Holdings, Inc. is a global real estate investment company. The Company owns, operates and invests in real estate. The Company focuses on multifamily and commercial properties located in the Western United States, the United Kingdom, Ireland, Spain, Italy and Japan. The Company also provides real estate services primarily to financial services clients. The Company operates in two business segments: KW Investments and KW Services. KW Investments invests its capital in real estate-related assets. KW Services provides an array of real estate-related services to the Company and its investment partners, third-party owners, and lenders, with a focus on financial institution based clients. KW Services has five main lines of business: investment management, property services, research, brokerage, and auction and conventional sales. The Company has an ownership interest in approximately 39 million square feet of property globally, including over 24,370 multifamily rental units.