KKR FINANCIAL HOLDINGS LLC (NYSE:KFH.CL) Files An 8-K Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant
Item 2.03
Creation of a Direct Financial Obligation or an Obligation
under an Off-Balance Sheet Arrangement of a Registrant. |
On March 30, 2017, KKR Financial Holdings LLC (the Issuer)
and The Bank of New York Mellon Trust Company, N. A., as trustee
(the Trustee), entered into an indenture (the Base
Indenture), as supplemented by a first supplemental indenture
(the First Supplemental Indenture and, together with the
Base Indenture, the Indenture), relating to the issuance
by the Issuer of $375,000,000 aggregate principal amount of its
5.50% Senior Notes due 2032 (the Notes).
and The Bank of New York Mellon Trust Company, N. A., as trustee
(the Trustee), entered into an indenture (the Base
Indenture), as supplemented by a first supplemental indenture
(the First Supplemental Indenture and, together with the
Base Indenture, the Indenture), relating to the issuance
by the Issuer of $375,000,000 aggregate principal amount of its
5.50% Senior Notes due 2032 (the Notes).
The Notes bear interest at a rate of 5.50% per annum, accruing
from March 30, 2017. Interest is payable semiannually in arrears
on March 30 and September 30 of each year, commencing on
September 30, 2017. The Notes will mature on March 30, 2032,
unless earlier redeemed or repurchased. The Notes are unsecured
and unsubordinated obligations of the Issuer.
from March 30, 2017. Interest is payable semiannually in arrears
on March 30 and September 30 of each year, commencing on
September 30, 2017. The Notes will mature on March 30, 2032,
unless earlier redeemed or repurchased. The Notes are unsecured
and unsubordinated obligations of the Issuer.
The Indenture includes covenants, including (i) limitations on
the Issuers ability to, subject to exceptions, incur indebtedness
secured by liens on voting stock or profit participating equity
interests of certain of its subsidiaries or merge, consolidate or
sell, transfer or lease assets, (ii) requirements that the Issuer
maintain a minimum Consolidated Net Worth (as defined in the
Indenture) and (iii) requirements that the Issuer maintain a
minimum Cash and Liquid Investments (as defined in the
Indenture). The Indenture also provides for events of default and
further provides that the Trustee or the holders of not less than
25% in aggregate principal amount of the outstanding Notes may
declare the Notes immediately due and payable upon the occurrence
and during the continuance of any event of default after
expiration of any applicable grace period. In the case of
specified events of bankruptcy, insolvency, receivership or
reorganization, the principal amount of the Notes and any accrued
and unpaid interest on the Notes automatically become due and
payable. Beginning on March 30, 2022, and annually thereafter,
the Issuer may redeem the Notes in whole, but not in part, at the
Issuers option, at a redemption price equal to 50% of the
principal amount of the Notes to be redeemed, plus accrued and
unpaid interest on the principal amount of the Notes being
redeemed to, but excluding, the redemption date. Prior to March
30, 2022, the Notes will be redeemable in whole, but not in part,
at the Issuers option at any time, at a make-whole redemption
price set forth in the Notes. If a change of control occurs, the
Notes are subject to repurchase by the Issuer at a repurchase
price in cash equal to 101% of the aggregate principal amount of
the Notes repurchased plus any accrued and unpaid interest on the
Notes repurchased to, but not including, the date of repurchase.
the Issuers ability to, subject to exceptions, incur indebtedness
secured by liens on voting stock or profit participating equity
interests of certain of its subsidiaries or merge, consolidate or
sell, transfer or lease assets, (ii) requirements that the Issuer
maintain a minimum Consolidated Net Worth (as defined in the
Indenture) and (iii) requirements that the Issuer maintain a
minimum Cash and Liquid Investments (as defined in the
Indenture). The Indenture also provides for events of default and
further provides that the Trustee or the holders of not less than
25% in aggregate principal amount of the outstanding Notes may
declare the Notes immediately due and payable upon the occurrence
and during the continuance of any event of default after
expiration of any applicable grace period. In the case of
specified events of bankruptcy, insolvency, receivership or
reorganization, the principal amount of the Notes and any accrued
and unpaid interest on the Notes automatically become due and
payable. Beginning on March 30, 2022, and annually thereafter,
the Issuer may redeem the Notes in whole, but not in part, at the
Issuers option, at a redemption price equal to 50% of the
principal amount of the Notes to be redeemed, plus accrued and
unpaid interest on the principal amount of the Notes being
redeemed to, but excluding, the redemption date. Prior to March
30, 2022, the Notes will be redeemable in whole, but not in part,
at the Issuers option at any time, at a make-whole redemption
price set forth in the Notes. If a change of control occurs, the
Notes are subject to repurchase by the Issuer at a repurchase
price in cash equal to 101% of the aggregate principal amount of
the Notes repurchased plus any accrued and unpaid interest on the
Notes repurchased to, but not including, the date of repurchase.
The preceding is a summary of the terms of the Base Indenture,
the First Supplemental Indenture and the form of the Notes, and
is qualified in its entirety by reference to the Base Indenture
filed as Exhibit 4.1 to this report, the First Supplemental
Indenture attached as Exhibit 4.2 to this report and the form of
the Notes attached as Exhibit 4.3 to this report, each of which
is incorporated herein by reference as though they were fully set
forth herein.
the First Supplemental Indenture and the form of the Notes, and
is qualified in its entirety by reference to the Base Indenture
filed as Exhibit 4.1 to this report, the First Supplemental
Indenture attached as Exhibit 4.2 to this report and the form of
the Notes attached as Exhibit 4.3 to this report, each of which
is incorporated herein by reference as though they were fully set
forth herein.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
Exhibit No.
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Description
|
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Exhibit 4.1
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Indenture dated as of March 30, 2017 2017 among KKR
Financial Holdings LLC and The Bank of New York Mellon Trust Company, N. A., as trustee. |
|
Exhibit 4.2
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First Supplemental Indenture dated as of March 30, 2017
among KKR Financial Holdings LLC and The Bank of New York Mellon Trust Company, N. A., as trustee. |
|
Exhibit 4.3
|
Form of 5.50% Senior Note due 2032 (included in Exhibit 4.2
hereto). |
KKR FINANCIAL HOLDINGS LLC (NYSE:KFH.CL) Recent Trading Information
KKR FINANCIAL HOLDINGS LLC (NYSE:KFH.CL) closed its last trading session up +0.01 at 25.00 with 16,283 shares trading hands.