BEVERLY HILLS, Calif.--(BUSINESS WIRE)--Jan. 6, 2012--
Kennedy-Wilson, Inc. (“Kennedy Wilson”), a wholly owned subsidiary of
international real estate investment and services firm Kennedy-Wilson
Holdings, Inc. (NYSE: KW), has commenced a registered exchange
offer for its outstanding 8.750% Senior Notes due 2019 (the “Private
Notes”). The Private Notes were originally issued on April 5, 2011 in a
private placement exempt from the registration requirements of the
Securities Act of 1933, as amended (the “Securities Act”). The Private
Notes were issued in an aggregate principal amount of $250 million.
Holders of the Private Notes may exchange them for an equal principal
amount of a new issue of 8.750% Senior Notes due 2019 (the “Exchange
Notes”), which have been registered under the Securities Act pursuant to
an effective registration statement on Form S-4 filed with the U.S.
Securities and Exchange Commission (the “SEC”).
When it issued the Private Notes, Kennedy Wilson agreed to file with the
SEC a registration statement relating to the exchange offer under which
Kennedy Wilson would offer the Exchange Notes, containing substantially
identical terms to the Private Notes, in exchange for Private Notes that
are tendered by the holders of those notes.
Any Private Notes not tendered for exchange in the exchange offer will
remain outstanding and continue to accrue interest, but will not retain
any rights under the registration rights agreement, except in limited
circumstances.
The terms of the exchange offer are contained in the exchange offer
prospectus and related letter of transmittal.
The exchange offer will expire at 5:00 p.m., EST, on February 6, 2012,
unless extended or terminated. Tenders of the Private Notes must be
properly made before the exchange offer expires. Private Notes tendered
in the exchange offer may be withdrawn at any time before the expiration
date by following the procedures set forth in the exchange offer
prospectus.
Documents describing the terms of the exchange offer, including the
prospectus and transmittal materials for making tenders, can be obtained
from the exchange agent, Wilmington Trust, National Association, c/o
Wilmington Trust Company, Rodney Square North, 1100 North Market Street,
Wilmington, DE 19890-1626, Attention: Sam Hamed, (302) 636-6181.
This news release does not constitute an offer to sell any securities or
a solicitation of an offer to buy any securities.
The exchange offer will be made only by means of a written prospectus.
About Kennedy Wilson
Founded in 1977, Kennedy Wilson is an international real estate
investment and services company headquartered in Beverly Hills, CA with
23 offices in the U.S., Europe and Japan. The company offers a
comprehensive array of real estate services including auction,
conventional sales, property services and investment management. Through
its fund management and separate account businesses, Kennedy Wilson is a
strategic investor of real estate investments in the U.S., Europe and
Japan.
Safe Harbor Statement
This release contains certain forward-looking statements within the
meaning of the Private Securities Litigation Reform Act of 1995 with
respect to Kennedy Wilson. These forward-looking statements include, but
are not limited to, statements relating to the proposed expiration date
of the exchange offer. Although Kennedy Wilson believes these
forward-looking statements are reasonable, Kennedy Wilson cautions
readers not to place undue reliance on these statements, which are
inherently uncertain. Kennedy Wilson cannot guarantee future results,
trends, events, levels of activity, performance or achievements, and
does not undertake, and specifically declines, any obligation to update,
republish or revise forward-looking statements to reflect events or
circumstances after the date hereof or to reflect the occurrences of
unanticipated events, except as required by law. Consequently, readers
should regard all forward-looking statements solely as Kennedy Wilson's
current plans, estimates and beliefs.

Source: Kennedy-Wilson, Inc.
Kennedy Wilson
Christina Cha
Director of Corporate
Communication
(310) 887-6294
[email protected]
www.kennedywilson.com