KKR Announces Offering of Mandatory Convertible Preferred Stock

KKR & Co. Inc. (“KKR”) (NYSE: KKR) today announced that it has commenced an offering of $750.0 million (15,000,000 shares) of its Series C Mandatory Convertible Preferred Stock, par value $0.01 per share (the “mandatory convertible preferred stock”), subject to market and other conditions (the “offering”). KKR expects to grant the underwriters a 30-day option to purchase up to an additional $112.5 million (2,250,000 shares) of mandatory convertible preferred stock; solely to cover over-allotments.

KKR intends to use the net proceeds from the offering, together with a combination of cash on hand, proceeds from potential minority co-investors and the net proceeds, if any, from other financing transactions, to fund KKR’s previously announced acquisition (the “acquisition”) of Global Atlantic Financial Group Limited and pay related costs and expenses, and the remainder, if any, for general corporate purposes. Pending application of the net proceeds, they may be invested temporarily in investment-grade securities or similar instruments.

The offering is not conditioned upon the consummation of the acquisition, although under certain circumstances the mandatory convertible preferred stock is subject to redemption at KKR’s option, in whole but not in part, if the acquisition is not consummated. If for any reason the acquisition is not consummated and KKR does not exercise its redemption right, KKR intends to use the net proceeds from the offering for general corporate purposes.

Each share of mandatory convertible preferred stock will have a liquidation preference of $50.00 per share. Unless earlier converted at the option of the holders or redeemed by KKR, each share of mandatory convertible preferred stock will automatically convert into a variable number of shares of common stock on or around September 15, 2023. The conversion rates, dividend rate and the other terms of the mandatory convertible preferred stock will be determined at the time of pricing.

Goldman Sachs & Co. LLC, KKR Capital Markets LLC and Morgan Stanley & Co. LLC are acting as joint book-running managers for the offering.

The offering is being made pursuant to an effective shelf registration statement on file with the U.S. Securities and Exchange Commission (the “SEC”). The offering will be made by means of a prospectus and related preliminary prospectus supplement only. An electronic copy of the preliminary prospectus supplement, together with the accompanying prospectus, is available on the SEC’s website at www.sec.gov. Alternatively, copies of the preliminary prospectus supplement and accompanying prospectus may be obtained by contacting the joint book-running managers: Goldman Sachs & Co. LLC, Attention: Prospectus Department, 200 West Street, New York, New York 10282, telephone: [phone], facsimile: 212-902-9316 or by emailing [e-mail]; KKR Capital Markets LLC, 9 West 57th Street, New York, New York 10019, telephone at 1-212-750-8300; or Morgan Stanley & Co. LLC, Attention: Prospectus Department, 180 Varick Street, 2nd Floor, New York, NY 10014.