0001140361-20-000249.txt : 20200103 0001140361-20-000249.hdr.sgml : 20200103 20200103180803 ACCESSION NUMBER: 0001140361-20-000249 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20200101 FILED AS OF DATE: 20200103 DATE AS OF CHANGE: 20200103 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: KKR Management Holdings L.P. CENTRAL INDEX KEY: 0001472693 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38604 FILM NUMBER: 20507272 BUSINESS ADDRESS: STREET 1: 9 WEST 57TH STREET 41ST FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: 212-230-9742 MAIL ADDRESS: STREET 1: 9 WEST 57TH STREET 41ST FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: KKR Management Holdings Corp CENTRAL INDEX KEY: 0001472692 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38604 FILM NUMBER: 20507273 BUSINESS ADDRESS: STREET 1: 9 WEST 57TH STREET 41ST FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: 212-230-9742 MAIL ADDRESS: STREET 1: 9 WEST 57TH STREET 41ST FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Focus Financial Partners Inc. CENTRAL INDEX KEY: 0001651052 STANDARD INDUSTRIAL CLASSIFICATION: INVESTMENT ADVICE [6282] IRS NUMBER: 474780811 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 875 THIRD AVENUE STREET 2: 28TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: (646)519-2456 MAIL ADDRESS: STREET 1: 875 THIRD AVENUE STREET 2: 28TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 4 1 form4.xml FORM 4 X0306 4 2020-01-01 true 0001651052 Focus Financial Partners Inc. FOCS 0001472693 KKR Management Holdings L.P. C/O KOHLBERG KRAVIS ROBERTS & CO. L.P. 9 WEST 57TH STREET, SUITE 4200 NEW YORK NY 10019 true 0001472692 KKR Management Holdings Corp C/O KOHLBERG KRAVIS ROBERTS & CO. L.P. 9 WEST 57TH STREET, SUITE 4200 NEW YORK NY 10019 true Class A Common Stock 2020-01-01 4 J 0 487112 0 D 0 I See Footnotes Units of Focus Financial Partners, LLC 2020-01-01 4 J 0 4384002 0 D Class A Common Stock 4384002 0 I See Footnotes Pursuant to an internal reorganization, on January 1, 2020 KKR Management Holdings Corp. was merged into its parent, KKR Group Holdings Corp., and KKR Management Holdings L.P. was merged into KKR Fund Holdings L.P., an existing subsidiary of KKR & Co. Inc. KKR Fund Holdings L.P. was then renamed KKR Group Partnership L.P. As a result, KKR Management Holdings Corp. and KKR Management Holdings L.P. ceased to exist as separate entities. KKR Management Holdings L.P. and KKR Management Holdings Corp.are filing this exit Form 4 to report that they are no longer beneficial owners of securities of Focus Financial Partners Inc. (the "Issuer"). KKR Group Partnership L.P. has previously filed a Form 3 reporting beneficial ownership of Issuer securities. This internal reorganization did not involve any purchase or sale of securities of the Issuer. Not included on this Form 4 are an additional 4,114,647 and 538,048 shares of Class A common stock ("Class A Common Stock") held by KKR Americas XII (Freya) Blocker Parent L.P. and KKR Americas XII EEA (Freya) Blocker Parent L.P., respectively, which have continuously been held since the initial public offering of the Issuer. These shares of Class A Common Stock are held by KKR Freya Aggregator L.P. Units of Focus Financial Partners, LLC represent limited liability company units of Focus Financial Partners, LLC and an equal number of shares of Class B common stock ("Class B Common Stock") of the Issuer, which together are exchangeable, at the option of Focus Financial Partners, LLC or the Issuer, on a one-for-one basis for (i) a share of Class A Common Stock, subject to conversion rate adjustments for stock splits, stock dividends, reclassification and other similar transactions or (ii) an equivalent amount of cash pursuant to the Fourth Amended and Restated Limited Liability Company Agreement of Focus Financial Partners, LLC. Units of Focus Financial Partners, LLC are held by KKR Freya Aggregator L.P. KKR Freya Aggregator GP LLC is the general partner of KKR Freya Aggregator L.P., KKR Americas Fund XII (Freya) L.P. is the sole member of KKR Freya Aggregator GP LLC, KKR Associates Americas XII AIV L.P. is the general partner of KKR Americas Fund XII (Freya) L.P., KKR Americas XII AIV GP LLC is the general partner of KKR Associates Americas XII AIV L.P., KKR Group Partnership L.P. is the sole member of KKR Americas XII AIV GP LLC and KKR Group Holdings Corp. is the general partner of KKR Group Partnership L.P. KKR & Co. Inc. is the sole shareholder of KKR Group Holdings Corp. KKR Management LLP is the Class B common stockholder of KKR & Co. Inc. Messrs. Henry R. Kravis and George R. Roberts are the founding partners of KKR Management LLP. Each of the Reporting Persons may have been deemed to be the beneficial owner of all or a portion of the securities reported herein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise, the Reporting Persons engaged in any transactions subject to Section 16 of the Securities Exchange Act of 1934 or are or were the beneficial owners of any securities reported herein, and the Reporting Persons disclaim beneficial ownership of such securities except to the extent of their pecuniary interest therein. Exhibit List: Exhibit 24 - Power of Attorney KKR MANAGEMENT HOLDINGS L.P., By: KKR Management Holdings Corp., its general partner, By: /s/ Terence Gallagher, Name: Terence Gallagher, Title: Attorney-in-fact for David Sorkin, Vice President, General Counsel & Secretary 2020-01-03 KKR MANAGEMENT HOLDINGS CORP., By: /s/ Terence Gallagher, Name: Terence Gallagher, Title: Attorney-in-fact for David Sorkin, Vice President, General Counsel & Secretary 2020-01-03 EX-24 2 ex24.htm EXHIBIT 24

Exhibit 24

POWER OF ATTORNEY

Know all men by these presents that David J. Sorkin does hereby make, constitute and appoint Robert H. Lewin, Terence P. Gallagher, and Christopher Lee, or any one of them, as a true and lawful attorney-in-fact of the undersigned with full powers of substitution and revocation, for and in the name, place and stead of the undersigned (both in the undersigned’s individual capacity and as a manager or member of any limited liability company, as a partner of any partnership, as an officer of any corporate or other entity, or in the undersigned’s capacity in a position similar to the foregoing at any entity, in each case, for which the undersigned is otherwise authorized to sign), to execute and deliver such forms, schedules, statements and other documents as may be required to be filed from time to time with the Securities and Exchange Commission with respect to: (i) Sections 13(d), 13(g), 13(f), 13(h) and 16(a) of the Securities Exchange Act of 1934, as amended, including without limitation, Schedule 13D, Schedule 13G, Form 13F, Form 13H, Form 3, Form 4 and Form 5 and (ii) in connection with any applications for EDGAR access codes, including without limitation the Form ID.

	/s/ David Sorkin
	Name: David J. Sorkin

Date: December 12, 2019