0000898382-13-000016.txt : 20130208
0000898382-13-000016.hdr.sgml : 20130208
20130208100958
ACCESSION NUMBER: 0000898382-13-000016
CONFORMED SUBMISSION TYPE: SC 13G/A
PUBLIC DOCUMENT COUNT: 1
FILED AS OF DATE: 20130208
DATE AS OF CHANGE: 20130208
SUBJECT COMPANY:
COMPANY DATA:
COMPANY CONFORMED NAME: KKR Financial Holdings LLC
CENTRAL INDEX KEY: 0001386926
STANDARD INDUSTRIAL CLASSIFICATION: FINANCE SERVICES [6199]
IRS NUMBER: 113801844
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: SC 13G/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 005-82848
FILM NUMBER: 13585116
BUSINESS ADDRESS:
STREET 1: 555 CALIFORNIA STREET, 50TH FLOOR
CITY: SAN FRANCISCO
STATE: CA
ZIP: 94104
BUSINESS PHONE: (415) 315-3620
MAIL ADDRESS:
STREET 1: 555 CALIFORNIA STREET, 50TH FLOOR
CITY: SAN FRANCISCO
STATE: CA
ZIP: 94104
FILED BY:
COMPANY DATA:
COMPANY CONFORMED NAME: COOPERMAN LEON G
CENTRAL INDEX KEY: 0000898382
STANDARD INDUSTRIAL CLASSIFICATION: UNKNOWN SIC - 0000 [0000]
STATE OF INCORPORATION: NY
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: SC 13G/A
MAIL ADDRESS:
STREET 1: 2700 NORTH MILITARY TRAIL
STREET 2: SUITE 230
CITY: BOCA RATON
STATE: FL
ZIP: 33301
SC 13G/A
1
kfn-13g4_lgc2013.txt
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 4)*
KKR FINANCIAL HOLDINGS LLC
-----------------------------------------------------------
(Name of Issuer)
Common Shares
-----------------------------------------------------------
(Title of Class of Securities)
48248A306
-----------------------------------------------------------
(CUSIP Number)
December 31, 2012
-----------------------------------------------------------
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule
is filed:
[_] Rule 13d-1(b)
[X] Rule 13d-1(c)
[_] Rule 13d-1(d)
------------------
* The remainder of this cover page shall be filled out for a reporting
person's initial filing on this form with respect to the subject class of
securities, and for any subsequent amendment containing information which
would alter the disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not be
deemed to be "filed" for the purpose of Section 18 of the Securities
Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of
that section of the Act but shall be subject to all other provisions of the
Act (however, see the Notes).
Persons who respond to the collection of information contained in this form
are not required to respond unless the form displays a currently valid OMB
control number.
CUSIP No. 48248A306
---------
1. Names of Reporting Persons/ I.R.S. Identification Nos. of Above Persons
(entities only):
LEON G. COOPERMAN
----------------------------------------------------------------
2. Check the Appropriate Box if a Member of a Group (See Instructions)
(a) [_]
(b) [X]
-----------------------------------------------------------------
3. SEC Use Only
-----------------------------------------------------------------
4. Citizenship or Place of Organization: UNITED STATES
-----------------------------------------------------------------
Number of 5. Sole Voting Power: 12,376,221*
Shares Bene-
ficially 6. Shared Voting Power 5,919,369
Owned by
Each Report- 7. Sole Dispositive Power: 12,376,221*
ing Person
With 8. Shared Dispositive Power 5,919,369
*This includes Shares that are deemed owned by virtue of the Issuer's DEBT that
is convertible into Shares.
-----------------------------------------------------------------
9. Aggregate Amount Beneficially Owned by Each Reporting Person:
18,295,590*
*This includes Shares that are deemed owned by virtue of the Issuer's DEBT that
is convertible into Shares.
-----------------------------------------------------------------
10. Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares [_]
-----------------------------------------------------------------
11. Percent of Class Represented by Amount in Row (9): 10.2%*
The beneficial ownership percentage set forth herein has been calculated
based on 178,437,078 Shares of the Issuer as reported on the Issuer's Form 10-Q
for the quarter ending September 30, 2012, plus 1,701,907 Shares that would be
outstanding if the Issuer's DEBT deemed owned by the Reporting Person was
converted into Shares. * The Reporting Person sold Shares on January 3, 2013 and
January 4, 2013 that brought the Percent owned below 10%.
-----------------------------------------------------------------
12. Type of Reporting Person: IN
-----------------------------------------------------------------
2
CUSIP No. 48248A306
---------
Item 1(a) Name of Issuer:
KKR Financial Holdings LLC (the "Issuer").
Item 1(b) Address of the Issuer's Principal Executive Offices:
555 California Street, 50th Floor
San Francisco CA 94104
Item 2 (a) Name of Person Filing:
This statement is filed on behalf of Leon G. Cooperman ("Mr. Cooperman").
Mr. Cooperman is the Managing Member of Omega Associates, L.L.C.
("Associates"), a limited liability company organized under the laws of the
State of placeStateDelaware. Associates is a private investment firm formed to
invest in and act as general partner of investment partnerships or similar
investment vehicles. Associates is the general partner of limited partnerships
organized under the laws of Delaware known as Omega Capital Partners, L.P.
("Capital LP"), Omega Capital Investors, L.P.("Investors LP"), and Omega Equity
Investors, L.P. ("Equity LP"), and also the general partner of Omega Charitable
Partnership L.P. ("Charitable LP"), an exempted limited partnership registered
in the Cayman Islands. These entities are private investment firms engaged in
the purchase and sale of securities for investment for their own accounts.
Mr. Cooperman is the President and majority stockholder of Omega Advisors,
Inc. ("Advisors"), a Delaware corporation, engaged in providing investment
management services and is deemed to control said entity. Advisors serves as the
investment manager to Omega Overseas Partners, Ltd. ("Overseas"), a Cayman
Island exempted company, with a business address at British American Tower,
Third Floor, Jennrett Street, Georgetown, Grand Cayman Island, British West
Indies. Mr. Cooperman has investment discretion over portfolio investments of
Overseas and is deemed to control such investments.
Advisors also serves as a discretionary investment advisor to a limited
number of institutional clients (the "Managed Accounts"). As to the Shares owned
by the Managed Accounts, there would be shared power to dispose or to direct the
disposition of such Shares because the owners of the Managed Accounts may be
deemed beneficial owners of such Shares pursuant to Rule 13d-3 under the Act as
a result of their right to terminate the discretionary account within a period
of 60 days.
Mr. Cooperman is the ultimate controlling person of Associates, Capital LP,
Investors LP, Equity LP, and Advisors.
Mr. Cooperman is married to an individual named Toby Cooperman. Mr.
Cooperman has an adult son named Michael S. Cooperman. The Michael S. Cooperman
WRA Trust( the "WRA Trust"), is an irrevocable trust for the benefit of Michael
S. Cooperman. Mr. Cooperman has investment authority over the Michael S.
Cooperman and the WRA Trust accounts.
Mr. Cooperman is one of the Trustees of the Leon and Toby Cooperman Family
Foundation (the "Foundation"), a charitable trust dated December 16, 1981. The
other trustees are his wife, Toby Cooperman, his sons, Wayne Cooperman and
Michael S. Cooperman, and his daughter-in-law, Jodi Cooperman. Mr. Cooperman
helps manage the investments of JCF Metrowest of NJ ("JCF"), a charitable
institution. Mr. Cooperman helps manage the investments of the NJ Performing
Arts Foundation ("NJ Arts"), a charitable foundation.
3
CUSIP No. 48248A306
---------
Item 2(b) Address of Principal Business Office or, if None, Residence:
The address of the principal business office of each of Mr. Cooperman and
the Foundation is 2700 No. Military Trail, Suite 230, Boca Raton FL 33431 and
the principal business office of each Capital LP, Equity LP, Investors LP,
Overseas, Charitable LP, and Advisors is 88 Pine Street, Wall Street Plaza -
31st Floor, New York, NY 10005.
Item 3. Statement is filed pursuant to Sections 240.13d-1(b) or 240.13d-2(b) or
(c):
This Item 3 is not applicable.
Item 4. Ownership:
Item 4(a)(b) Amount Beneficially Owned and Percent of Class:
Mr. Cooperman may be deemed the beneficial owner of 18,295,590 Shares on
December 31,2012 which constitutes approximately 10.2% of the total number of
Shares deemed outstanding, and those figures include the Shares that would be
issued upon conversion of the Issuer's DEBT.
This consists of 3,303,230 Shares owned by Capital LP; 714,925 Shares owned
by Investors LP; 1,151,595 Shares owned by Equity LP; 2,794,204 Shares owned by
Overseas; 85,095* Shares owned by Charitable LP, 5,919,369 Shares owned by the
Managed Accounts; 2,700,000 Shares owned by the Foundation; 850,954* Shares
owned by Mr. Cooperman; 10,360 Shares owned by JCF, 141,826* Shares owned by
Michael S. Cooperman; 567,302* Shares owned by the WRA Trust and 56,730* Shares
owned by NJ Arts.
* This includes Shares that are deemed owned by virtue of the Issuer's DEBT
that is convertible into Shares. The number of Shares have increased over
the past year due to changes in the conversion ratio of the Issuer' DEBT.
Item 4(c). Number of Shares as to which such person has:
(i) Sole power to vote or to direct the vote: 12,376,221
(ii) Shared power to vote or to direct the vote: 5,919,369
(iii) Sole power to dispose or to direct the disposition of: 12,376,221
(iv) Shared power to dispose or to direct the disposition of: 5,919,369
Item 5. Ownership of Five Percent or Less of a Class:
This Item 5 is not applicable.
4
CUSIP No. 48248A306
---------
Item 6. Ownership of More than Five Percent on Behalf of Another Person:
This Item 6 is not applicable.
Item 7. Identification and Classification of the Subsidiary Which Acquired the
Security Being Reported on by the Parent Holding Company:
This Item 7 is not applicable.
Item 8. Identification and Classification of Members of the Group:
This Item 8 is not applicable.
Item 9. Notice of Dissolution of Group:
This Item 9 is not applicable.
Item 10. Certification:
By signing below I certify that, to the best of my knowledge and belief,
the securities referred to above were not acquired and are not held for the
purpose of or with the effect of changing or influencing the control of the
Issuer of the securities and were not acquired and are not held in connection
with or as a participant in any transaction having such purpose or effect.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify
that the information set forth in this statement is true, complete and correct.
DATED: February 8, 2013 as of December 31, 2012
LEON G. COOPERMAN
By /s/ ALAN M. STARK
------------------
Alan M. Stark
Attorney-in-Fact
Power of Attorney on file
ATTENTION: INTENTIONAL MISSTATEMENTS OR OMISSIONS OF FACT CONSTITUTE FEDERAL
CRIMINAL VIOLATIONS (SEE 18 U.S.C. 1001).
5