FOR THE ATTENTION OF RESIDENTS OF THE UNITED KINGDOM
The content of this Website, it is intended only for Professional Investors in the United Kingdom.
For these purposes, a “Professional Investor” is an investor as defined in Regulation 2 of the United Kingdom Alternative Investment Fund Managers Regulations 2013 (as amended, and collectively with the EU Exit Regulations 2019 the “UK AIFMR”).
The Fund is an Alternative Investment Fund (“AIF”) for the purposes of the United Kingdom’s Financial Services and Markets Act 2000 (the “FSMA”) and has been qualified under Regulation 59(1) of the UK AIFMR by its manager, KKR Credit Advisors (US) LLC (the “AIFM”). Shares in the Fund may only be marketed to prospective investors which are domiciled or have a registered office in the UK (“UK Persons”) and in such cases only to UK Persons which are Professional Investors or any other category of person to which such marketing is permitted under the national laws of the UK. The information herein is not intended for, should not be relied upon by and should not be construed as an offer (or any other form of marketing) to any other UK Person. A “Professional Investor” is an investor who is considered to be a professional client or which may, on request, be treated as a professional client within the UK implementation of Annex II of European Union Directive 2014/65/EU (Markets in Financial Instruments Directive or “MiFID II”) and AIFMD. Further information on the Fund UK registration is available from the AIFM on request.
Shares in the Fund will not be made available to any retail investor (within the meaning of the Packaged Retail and Insurance-Based Investment Products Regulation (“PRIIPS”) Regulation as on-shored in the United Kingdom via the European Union (Withdrawal) Act 2018).
Section 21 of the FSMA restricts a person who is not authorised under the FSMA, (an “Unauthorised Person”) from communicating any invitation or inducement to engage in investment activity in the course of business (the “Financial Promotion Restriction”), unless such communication falls within a specified exemption. For the purposes of the Financial Promotion Restriction, the content of this website is deemed available only to persons to whom a financial promotion can be made lawfully by an Unauthorised Person (without prior approval of an authorised person) pursuant to the Financial Services And Markets Act 2000 (“Financial Promotion”) Order 2005 (as amended) (the “Financial Promotion Order”). Accordingly, the making available of this website is being made by or on behalf of the Fund only to and directed only at:
(a) where the communication is received within the United Kingdom, to persons who are Professional Investors (as defined in Regulation 2 of the UK AIFMR) and who:
(i) receive the communication at a time when Shares of the Fund can be marketed lawfully in the United Kingdom in accordance with the conditions specified in article 29 of the Financial Promotion Order;
(ii) have professional experience in matters relating to investments and are ‘investment professionals’ within the meaning of Article 19(5) of the Financial Promotion Order, or
(iii) fall within Article 49(2)(a) to (d) (“high net worth companies, unincorporated associations etc.”) of the Financial Promotion Order, or
(iv) fall within another category of person to whom an invitation or inducement to engage in investment activity (within the meaning of Section 21 of the FSMA) in connection with the issue or sale of any securities may otherwise lawfully be communicated or caused to be communicated; or
(b) U.K. persons outside the United Kingdom.
The documents within this website are directed only at such persons and in such circumstances as set out above, and must not be relied on by persons except by such persons and in such circumstances as set out above. Any investment or investment activity to which the content in this website relates is available to such persons and in such circumstance.
Persons who are Professional Investors falling within a category listed above are referred to as “Relevant Persons”.
By clicking the below checkbox, you warrant that you are a Relevant Person. Shares in the Fund are available only to Relevant Persons. Any investment or investment activity to which the content of the website relates is available to, and will be engaged in, only with Relevant Persons.
FOR THE ATTENTION OF PERSONS IN SINGAPORE
Persons in Singapore must accept the below before accessing the webpage:
No Offer
The content in this webpage (“Contents”) have been prepared without regard to the investment objectives, financial situation, or means of any person or entity, and the Website is not soliciting any action based upon them.
This material should not be construed as investment advice or a recommendation or an offer or solicitation to buy or sell any capital markets product and does not constitute an offer or solicitation in any jurisdiction where or to any persons to whom it would be unauthorized or unlawful to do so.
Access Subject to Local Restrictions
If you are resident in Singapore:
- the Website is only intended for persons who are “accredited investors” and/or “institutional investors”, each as defined under the Securities and Futures Act 2001 and applicable regulations. If you are resident in Singapore but are not an accredited investor or institutional investor, please exit this Webpage.
- By clicking “accept”, you hereby represent and warrant that you are an accredited investor or institutional investor.
This Contents are not intended for, or directed to, persons in any countries or jurisdictions that are not enumerated above, or to an audience other than as specified above.
This Website has not been, and will not be submitted to become, approved/verified by, or registered with, any relevant government authorities under the local laws. This Website is not intended for and should not be accessed by persons located or resident in any jurisdiction where (by reason of that person’s nationality, domicile, residence or otherwise) the publication or availability of this Website is prohibited or contrary to local law or regulation or would subject any KKR entity to any (additional) registration or licensing requirements in such jurisdiction.
It is your responsibility to be aware of, to obtain all relevant regulatory approvals, licenses, verifications and/or registrations under, and to observe all applicable laws and regulations of any relevant jurisdiction in connection with your access. If you are unsure about the meaning of any of the information provided, please consult your financial or other professional adviser.
The information is provided in Singapore by KKR Singapore Pte Ltd (Company Registration. No.: 200903221E) which is regulated by the Monetary Authority of Singapore as a capital markets services licence holder for fund management under the Securities and Futures Act 2001.
The offer or invitation of the Shares of the Fund, which is the subject of the Information, does not relate to a collective investment scheme which is authorised under Section 286 of the Securities and Futures Act, Chapter 289 of Singapore, as amended or modified (the “SFA”) or recognised under section 287 of the SFA. The Fund is not authorised or recognised by the Monetary Authority of Singapore (the “MAS”) and the Shares are not allowed to be offered to the retail public. The Information and any other document or material issued in connection with the offer or sale is not a prospectus as defined in the SFA and accordingly, statutory liability under the SFA in relation to the content of prospectuses does not apply, and you should consider carefully whether the investment is suitable for you.
The Information has not been registered as a prospectus with the MAS. Accordingly, the Information and any other document or material in connection with the offer or sale, or invitation for subscription or purchase, of Shares may not be circulated or distributed, nor may Shares be offered or sold, or be made the subject of an invitation for subscription or purchase, whether directly or indirectly, to persons in Singapore other than (i) to an Institutional Investor (as defined in the SFA) under Section 304 of the SFA, (ii) to a Relevant Person (as defined under Section 305(5) of the SFA) pursuant to Section 305(1), or any person pursuant to Section 305(2), and in accordance with the conditions specified in Section 305 of the SFA, and where applicable, the conditions specified in Regulation 3 of the Securities and Futures (Classes of Investors) Regulations 2018, or (iii) otherwise pursuant to, and in accordance with the conditions of, any other applicable provision of the SFA.
Where Shares are subscribed or purchased under Section 305 of the SFA by a Relevant Person which is:
- a corporation (which is not an accredited investor (as defined in the SFA)) the sole business of which is to hold investments and the entire share capital of which is owned by one or more individuals, each of whom is an accredited investor; or
- a trust (where the trustee is not an accredited investor) whose sole purpose is to hold investments and each beneficiary of the trust is an individual who is an accredited investor.
Securities (as defined in section 2(1) of the SFA) of that corporation or the beneficiaries’ rights and interest (howsoever described) in that trust shall not be transferred within six months after that corporation or that trust has acquired the Shares pursuant to an offer made under Section 305 of the SFA except:
- to an institutional investor or to a relevant person defined in Section 305(5) of the SFA, or to any person arising from an offer referred to in Section 275(1A) or Section 305A(3)(i)(b) of the SFA;
- where no consideration is or will be given for the transfer;
- where the transfer is by operation of law;
- as specified in Section 305A(5) of the SFA; or
- as specified in regulation 36A of the Securities and Futures (Offers of Investments) (Collective Investment Schemes) Regulations 2005 of Singapore. Investors are required to ensure that any of their own transfer arrangements in relation to any Interests comply with the above restrictions and should seek legal advice to ensure compliance with the same.
By clicking the below checkbox, you indicate your acceptance of and agreement to be bound by these terms and conditions referred herein.
