KAYNE ANDERSON MLP INVESTMENT COMPANY (a Maryland corporation) [-] Shares of Series [-] Mandatory Redeemable Preferred Shares (Liquidation Preference $[-] Per Share) UNDERWRITING AGREEMENTUnderwriting Agreement • February 19th, 2014 • Kayne Anderson MLP Investment CO • New York
The undersigned, Kayne Anderson MLP Investment Company, a Maryland corporation (the “Company”), KA Fund Advisors, LLC, a Delaware limited liability company (the “Adviser”), and Kayne Anderson Capital Advisors, L.P., a California limited partnership, parent of the Adviser (“KACALP”) (solely with respect to Section 2(b), Section 2(e), Section 9 and Section 12 hereof), address you as the underwriters as named on Schedule I hereto (the “Underwriters”). The Company proposes to sell to the Underwriters an aggregate of [-] shares of Series [-] Mandatory Redeemable Preferred Shares of the Company, par value $0.001 per share, with a liquidation preference of $[-] per share, which have a term of [-] years and an applicable rate of [-]% (the “Preferred Stock”) (said shares to be issued and sold by the Company being hereinafter called the [[“Underwritten Securities”). The Company also proposes to grant to the Underwriters an option to purchase up to [-] additional shares of Preferred Stock to cove
KAYNE ANDERSON MLP INVESTMENT COMPANY UP TO AN AGGREGATE PRINCIPAL SALE PRICE OF $[-] OF COMMON STOCK CONTROLLED EQUITY OFFERINGSM SALES AGREEMENTSales Agreement • February 19th, 2014 • Kayne Anderson MLP Investment CO • New York
Kayne Anderson MLP Investment Company, a Maryland corporation (the “Fund”), KA Fund Advisors, LLC, a Delaware limited liability company (the “Adviser”), and Kayne Anderson Capital Advisors, L.P., a California limited partnership and the parent of the Adviser (“KACALP”) (solely with respect to Section 6(b)(v), Section 6(b)(vii), Section 7(l), Section 9 and Section 10), confirm their agreement (this “Agreement”) with [-] (“[-]” and together with the Fund, the Adviser and KACALP, the “Parties” each individually a “Party”), as follows:
KAYNE ANDERSON MLP INVESTMENT COMPANY (a Maryland corporation) Series HH Floating Rate Senior Notes $75,000,000, Due August 19, 2016 ($100,000 Denominations) PURCHASE AGREEMENTPurchase Agreement • February 19th, 2014 • Kayne Anderson MLP Investment CO • New York
The Securities will be issued pursuant to the provisions of the Indenture of Trust (the “Base Indenture”), dated as of August 22, 2013, between the Company and The Bank of New York Mellon Trust Company, N.A., a national banking association, as trustee (the “Trustee”), the First Supplemental Indenture of Trust, between the Company and the Trustee dated as of August 22, 2013 (the “First Supplemental Indenture”), and a Second Supplemental Indenture of Trust, between the Company and the Trustee to be dated February 7, 2014 (the “Second Supplemental Indenture,” and together with the Base Indenture and the First Supplemental Indenture, the “Indenture”).
KAYNE ANDERSON MLP INVESTMENT COMPANY $75,000,000 Series HH Floating Rate Senior Notes Due August 19, 2016 REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • February 19th, 2014 • Kayne Anderson MLP Investment CO • New York
Kayne Anderson MLP Investment Company, a Maryland corporation (the “Company”), proposes to issue and sell to UBS Securities LLC, as the initial purchaser (the “Initial Purchaser”), upon the terms set forth in the Purchase Agreement, dated January 31, 2014 (the “Purchase Agreement”), by and among the Company, KA Fund Advisors, LLC, Kayne Anderson Capital Advisors, L.P. and the Initial Purchaser, $75,000,000 aggregate principal amount of its Series HH Floating Rate Senior Notes Due August 19, 2016 (the “Securities”) relating to the initial placement of the Securities (the “Initial Placement”). The Securities will constitute a further issuance of the Series HH Floating Rate Senior Notes due 2016 issued by the Company on August 22, 2013. To satisfy a condition to the obligations of the Initial Purchaser under the Purchase Agreement, the Company agrees with the Initial Purchaser for the benefit of the holders (including the Initial Purchaser) from time to time of the Securities, each a “Hol
KAYNE ANDERSON MLP INVESTMENT COMPANY, as Issuer and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Trustee INDENTURE OF TRUST DATED AS OF AUGUST 22, 2013Indenture of Trust • February 19th, 2014 • Kayne Anderson MLP Investment CO • New York
THIS INDENTURE OF TRUST, dated as of August 22, 2013 (the “Indenture”), by and between KAYNE ANDERSON MLP INVESTMENT COMPANY, a Maryland corporation (the “Issuer”) and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., a national banking association, as Trustee (the “Trustee”).
NEITHER THIS SECURITY NOR ANY BENEFICIAL INTEREST HEREIN HAS BEEN REGISTERED UNDER THE SECURITIES ACT. EACH HOLDER HEREOF (“HOLDER”), AND EACH OWNER OF A BENEFICIAL INTEREST HEREIN BY PURCHASING THIS SECURITY, AGREES FOR THE BENEFIT OF KAYNE ANDERSON...Securities Purchase Agreement • February 19th, 2014 • Kayne Anderson MLP Investment CO • New York
THIS NOTE IS A GLOBAL SECURITY WITHIN THE MEANING OF THE INDENTURE (AS DEFINED HEREIN) AND IS REGISTERED IN THE NAME OF THE SECURITIES DEPOSITORY (AS DEFINED IN THE INDENTURE) OR A NOMINEE THEREOF. THIS NOTE MAY NOT BE EXCHANGED IN WHOLE OR IN PART FOR A SECURITY REGISTERED, AND NO TRANSFER OF THIS NOTE IN WHOLE OR IN PART MAY BE REGISTERED, IN THE NAME OF ANY PERSON OTHER THAN THE SECURITIES DEPOSITORY OR A NOMINEE THEREOF, EXCEPT IN THE LIMITED CIRCUMSTANCES DESCRIBED IN THE INDENTURE.
SECOND SUPPLEMENTAL INDENTURE OF TRUSTSupplemental Indenture • February 19th, 2014 • Kayne Anderson MLP Investment CO • New York
THIS SECOND SUPPLEMENTAL INDENTURE OF TRUST (this “Second Supplemental Indenture”), dated as of February 7, 2014, is by and between KAYNE ANDERSON MLP INVESTMENT COMPANY, a Maryland corporation (the “Issuer”), and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., a national banking association duly organized and operating under the laws of the United States of America (together with its successors, the “Trustee”), as trustee hereunder (all capitalized terms used in these preambles, recitals and granting clauses shall have the same meanings assigned thereto in Article I hereof);
KAYNE ANDERSON MLP INVESTMENT COMPANY CREDIT AGREEMENT Dated as of February 18, 2014 SUMITOMO MITSUI BANKING CORPORATIONCredit Agreement • February 19th, 2014 • Kayne Anderson MLP Investment CO • New York
THIS CREDIT AGREEMENT is entered into as of February 18, 2014 (as amended, restated, supplemented or otherwise modified, this “Agreement”), between KAYNE ANDERSON MLP INVESTMENT COMPANY, a Maryland corporation (the “Borrower”) and SUMITOMO MITSUI BANKING CORPORATION (the “Lender”). The parties hereto hereby agree as follows:
