KKR & Co. L.P. 6,200,000 6.50% Series B Preferred Units UNDERWRITING AGREEMENTKKR & Co. L.P. • June 17th, 2016 • Investment advice • New York
The Securities are to be issued pursuant to a Third Amended and Restated Limited Partnership Agreement of the Issuer, to be dated as of June 20, 2016, by and among KKR Management LLC and the limited partners party thereto (the “Amended LPA”). In connection with the issuance of the Securities, the Issuer intends to contribute the net proceeds from the sale of the Securities to KKR Management Holdings L.P., KKR Fund Holdings L.P., and KKR International Holdings L.P. (collectively, the “KKR Group Partnerships”). In consideration of the Issuer’s contribution, each KKR Group Partnership will issue to the Issuer (or a wholly-owned subsidiary of the Issuer) a new series of preferred units with economic terms designed to mirror those of the Securities (the “GP Mirror Units”) pursuant to amendments to be dated as of June 20, 2016 (the “Group Partnership LPA Amendments”) to the respective Amended and Restated Limited Partnership Agreements of each of the KKR Group Partnerships, by and among the
