Akin Advises WMI Holdings Corp. in Strategic Investment by KKR

(New York) – Akin Gump advised WMI Holdings Corp. in connection with a strategic investment in the company by KKR Management Holdings L.P. and KKR Fund Holdings L.P., subsidiaries of KKR & Co. L.P.

On January 30, KKR purchased approximately $11 million face amount of convertible preferred stock of WMI convertible into shares of common stock of the company for a conversion price of $1.10 per share. KKR also committed to purchase up to $150 million aggregate principal amount of subordinated 7.5 percent PIK notes, which may be issued in one or more tranches over a three-year period, each with a seven-year term from the date of initial issuance, subject to certain terms and conditions. Substantially all of the proceeds from the subordinated notes, if and when issued, would be used by the company to fund future acquisitions. In connection with the commitment, KKR has received five-year warrants to purchase approximately 61.4 million shares of WMI’s common stock, 30.7 million of which have an exercise price of $1.32 per share and 30.7 million of which have an exercise price of $1.43 per share. KKR also has the right for three years to participate up to 50 percent in equity offerings up to an aggregate of $1 billion by WMI subject to certain limitations, including a cap on ownership by KKR of 42.5 percent of WMI’s common equity.

Corporate practice head Kerry Berchem led the Akin Gump team advising WMI. John Howell, also a member of the corporate practice, provided valuable and significant assistance, as did Alan Laves, Julie Street and Will Holtzman. Howard Jacobson and Ron Grabov-Nardini of the firm’s tax practice gave additional support.

Founded in 1945, Akin Gump Strauss Hauer & Feld LLP is a leading international law firm with more than 850 attorneys in offices throughout the United States, Europe, Asia and the Middle East.

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