REGISTRATION RIGHTS AGREEMENT by and among KENNEDY-WILSON, INC., KENNEDY-WILSON HOLDINGS, INC., the Subsidiary Guarantors listed on the signature pages hereof, and Merrill Lynch, Pierce, Fenner & Smith Incorporated Dated as of March 2, 2018Registration Rights Agreement • March 2nd, 2018 • Kennedy-Wilson Holdings, Inc. • Real estate • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of March 2, 2018, by and among Kennedy-Wilson, Inc., a Delaware corporation (the “Company”), Kennedy-Wilson Holdings, Inc., a Delaware corporation (the “Parent”), and the subsidiary guarantors listed on the signature pages hereto (together with the Parent, the “Guarantors”), Merrill Lynch, Pierce, Fenner & Smith Incorporated, as representative (the “Representative”) of the several initial purchasers listed in Schedule A to the Purchase Agreement (as defined below) (collectively, the “Initial Purchasers”), who have agreed to purchase an aggregate amount of $250,000,000 of the Company’s 5.875% Senior Notes due 2024 (the “Additional Notes”) fully and unconditionally guaranteed by the Guarantors (the “Additional Guarantees”) pursuant to the Purchase Agreement. The Additional Notes and the Additional Guarantees are herein collectively referred to as the “Additional Securities.”
SUPPLEMENTAL INDENTURE NO. 9Supplemental Indenture • March 2nd, 2018 • Kennedy-Wilson Holdings, Inc. • Real estate
Each of the Issuer and the Trustee is entitled to rely upon this Certificate and is irrevocably authorized to produce this Certificate or a copy hereof to any interested party in any administrative or legal proceeding or official inquiry with respect to the matters covered hereby.
