0001140361-17-028413.txt : 20170721 0001140361-17-028413.hdr.sgml : 20170721 20170721190028 ACCESSION NUMBER: 0001140361-17-028413 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20170716 FILED AS OF DATE: 20170721 DATE AS OF CHANGE: 20170721 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: NUTTALL SCOTT C CENTRAL INDEX KEY: 0001207606 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-34820 FILM NUMBER: 17977355 MAIL ADDRESS: STREET 1: LEGG MASON, INC. STREET 2: 100 INTERNATIONAL DRIVE CITY: BALTIMORE STATE: MD ZIP: 21202 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: KKR & Co. L.P. CENTRAL INDEX KEY: 0001404912 STANDARD INDUSTRIAL CLASSIFICATION: INVESTMENT ADVICE [6282] IRS NUMBER: 260426107 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 9 WEST 57TH STREET STREET 2: SUITE 4200 CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: 212-750-8300 MAIL ADDRESS: STREET 1: 9 WEST 57TH STREET STREET 2: SUITE 4200 CITY: NEW YORK STATE: NY ZIP: 10019 3 1 form3.xml FORM 3 X0206 3 2017-07-16 0 0001404912 KKR & Co. L.P. KKR 0001207606 NUTTALL SCOTT C C/O KKR & CO. L.P., 9 WEST 57TH STREET, 42ND FLOOR NEW YORK NY 10019 true true Co-President & Co-COO Common Units 554761 D Common Units 6722 I By Trust Common Units 2782 I By Limited Liability Company KKR Holdings L.P. Units Common Units 11662621 D KKR Holdings L.P. Units Common Units 118673 I By Trust KKR Holdings L.P. Units Common Units 700000 I By Limited Partnership Pursuant to an exchange agreement as contemplated by KKR & Co. L.P.'s prospectus dated September 21, 2011, filed with the Securities and Exchange Commission on September 23, 2011, units of KKR Holdings L.P. are exchangeable for KKR Group Partnership Units (which term refers collectively to Class A partner interests in each of KKR Management Holdings L.P., KKR Fund Holdings L.P. and KKR International Holdings L.P.) on a one-for-one basis, and KKR Group Partnership Units are exchangeable for common units of KKR & Co. L.P. on a one-for-one basis. Of the 11,662,621 KKR Holdings L.P. Units, 9,966,231 are vested, 1,280,000 will vest in four equal annual installments beginning on May 1, 2018, and 261,651, 101,694 and 53,045 will vest on April 1, 2018, April 1, 2019 and April 1, 2020, respectively. Pursuant to Rule 16a-1(a)(4) under the Exchange Act, the Reporting Person states that this filing shall not be an admission that the Reporting Person is the beneficial owner of any of the securities reported herein as indirectly beneficially owned, and the Reporting Person disclaims beneficial ownership of such securities except to the extent of the Reporting Person's pecuniary interest therein. Exhibit 24: Power of Attorney /s/ Christopher Lee, Attorney-in-fact 2017-07-21 EX-24 2 ex24.htm EXHIBIT 24
Exhibit 24

POWER OF ATTORNEY
 
Know all by these presents that each of the undersigned hereby constitutes and appoints each of Henry R. Kravis, George R. Roberts, Joseph Y. Bae, Scott C. Nuttall, Todd A. Fisher, William J. Janetschek, David J. Sorkin and Christopher B. Lee (each, an “Attorney-in-Fact”), acting singly, the undersigned’s true and lawful attorney-in-fact to:
 
(1)
execute for and on behalf of the undersigned, in connection with the undersigned’s ownership of or transactions with respect to securities of KKR & Co. L.P. or any successor (the “Issuer”), Forms 3, 4, and 5 in accordance with Section 16(a) of the Securities Exchange Act of 1934, as amended, and the rules thereunder, and Form 144 in accordance with Rule 144 under the Securities Act of 1933, as amended;
 
(2)
do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Form 3, 4, or 5 or such Form 144, complete and execute any amendment or amendments thereto, and file such form with the United States Securities and Exchange Commission and any stock exchange or similar authority; and
 
(3)
take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such Attorney-in-Fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such Attorney-in-Fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such Attorney-in-Fact may approve in such Attorney-in-Fact’s discretion.
 
The foregoing powers granted to each Attorney-in-Fact may only be exercised by an Attorney-in-Fact if, at the time of such exercise, such Attorney-in-Fact is a director, officer or employee of the Issuer, its general partner or any of the Issuer’s subsidiaries.  Subject to the foregoing, each of the undersigned hereby grants to each Attorney-in-Fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such Attorney-in-Fact, or such Attorney-in-Fact’s substitute or substitutes, shall lawfully do or cause to be done by virtue of this Power of Attorney and the rights and powers herein granted.  Each of the undersigned acknowledges that each Attorney-in-Fact, in serving in such capacity at the request of the undersigned, is not assuming, nor is the Issuer, its general partner or any of the Issuer’s subsidiaries assuming, any of the undersigned’s responsibilities to comply with Section 16 of the Securities Exchange Act of 1934, as amended, or any rules thereunder, or Rule 144 of the Securities Act of 1933, as amended, or any other rules thereunder.
 
This Power of Attorney shall remain in full force and effect with respect to each of the undersigned until such person ceases to be subject to the requirements enumerated in sub-paragraph (1) above, unless earlier revoked in writing with respect to an Attorney-in-Fact by such person and has provided notice of the same to such Attorney-in-Fact.  Each of the undersigned revokes all other powers of attorney granted by the undersigned prior to the date hereof with respect to the requirements enumerated in sub-paragraph (1) above.
 
[Signature Page Follows]

 
IN WITNESS WHEREOF, each of the undersigned has caused this Power of Attorney to be executed as of the date across their name below.

 
/s/ Joseph Y. Bae
  
July 21, 2017
  
Joseph Y. Bae
  
Date
  
       
       
/s/ Scott C. Nuttall
  
July 21, 2017
  
Scott C. Nuttall
  
Date