---
schema_version: "secwatch.filing_event.v1"
accession: "0001408100-23-000084"
form_type: "8-K"
ticker: "KW"
cik: "0001408100"
company_name: "Kennedy-Wilson Holdings, Inc."
filed_at: "2023-06-05T23:59:59+00:00"
generated_at: "2026-06-14T07:15:17.362350+00:00"
event_type: "debt"
sentiment: "neutral"
materiality_score: 0.75
calibrated_materiality_score: 0.75
confidence: "high"
source: SEC EDGAR
---

# Kennedy-Wilson issues $200M preferred and warrants to Fairfax Financial

## Summary
- Sells 200K shares of 6% Series C Cumulative Perpetual Preferred and 12.34M warrants (strike $16.21) to Fairfax for $200M total.
- Proceeds to repay corporate line of credit and for general corporate purposes; closing conditioned on regulatory approvals.
- Series C ranks pari passu with existing Series A & B preferred; cumulative 6% quarterly dividend; redeemable at $1,000/share plus accrued.
- Warrants exercisable for 7 years via cash, cashless, or extinguishment of preferred shares; transfer restricted without Company consent.
- Fairfax agrees to standstill until beneficial ownership <5% of fully diluted common; limit of 19.9% voting power pre-stockholder approval.

## SEC filing metadata
- accession: 0001408100-23-000084
- form_type: 8-K
- ticker: KW
- cik: 0001408100
- company_name: Kennedy-Wilson Holdings, Inc.
- filed_at: 2023-06-05T23:59:59+00:00
- event_type: debt
- sentiment: neutral
- materiality_score: 0.75
- calibrated_materiality_score: 0.75
- confidence: high
- sec_items: 1.01, 3.02, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1408100/000140810023000084/0001408100-23-000084-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1408100/000140810023000084/kw-20230604.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001408100-23-000084
- JSON: https://secwatch.observer/filing/0001408100-23-000084.json
- Plain text: https://secwatch.observer/filing/0001408100-23-000084.txt

## Key facts
- Material Agreements
  Kennedy-Wilson Holdings, Inc. entered into 6.00% Series C Cumulative Perpetual Preferred Stock and Warrant Purchase Agreement with Fairfax Financial Holdings Limited valued at $200,000,000 (effective 2023-06-04).
  - Action: entry
  - Agreement: equity purchase
  - Counterparty: Fairfax Financial Holdings Limited
  - Value: $200,000,000
  - Effective: 2023-06-04
  source text: On June 4, 2023, Kennedy-Wilson Holdings, Inc. (the “Company”) entered into a 6.00% Series C Cumulative Perpetual Preferred Stock and Warrant Purchase Agreement (the “Securities Purchase Agreement”) with Fairfax Financial Holdings Limited, a corporation organized under the laws of Canada (together with its permitted assigns, each, a “Purchaser,” and collectively, the “Purchasers”), pursuant to which the Company agreed to sell to the Purchasers, and the Purchasers agreed to purchase from the Company, subject to customary closing conditions: (i) 200,000 shares (the “Purchased Shares”) of the Company’s to-be-designated 6.00% Series C Cumulative Perpetual Preferred Stock, par value $0.0001 per share (the “Series C Preferred Stock”); and (ii) 12,338,062 warrants (the “Warrants,” and together with the Purchased Shares, the “Purchased Securities”) to purchase shares of the Company’s common stock, par value $0.0001 per share (the “Common Stock”), with an initial exercise price of $16.21 per Wa
  evidence_url: https://www.sec.gov/Archives/edgar/data/1408100/000140810023000084/0001408100-23-000084-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.
