KKR affiliate sells 19.7M BrightSpring (NYSE: BTSG) shares in offering
Rhea-AI Filing Summary
KKR-affiliated entities reported several transactions in BrightSpring Health Services common stock. The main move was an open-market sale of 19,715,000 shares at a net price of $40.961 per share through an underwritten public offering, leaving tens of millions of shares still indirectly held.
Additional entries cover 402,773 shares reclassified in connection with this sale, plus two bona fide gifts of 49,295 and 31,918 shares. Footnotes explain that these shares were distributed in kind to partners and shareholders so that ultimate recipients, including Messrs. Henry R. Kravis and George R. Roberts, could donate shares to charity. The reporting entities collectively disclaim beneficial ownership beyond any pecuniary interest.
Positive
- None.
Negative
- None.
Insights
Large KKR-led secondary sale reduces sponsor exposure while keeping a sizable stake.
The transactions center on a KKR-controlled vehicle selling 19,715,000 BrightSpring Health Services shares at a net price of $40.961 per share in an underwritten public offering. This looks like a sponsor liquidity event rather than a change in company fundamentals, because the issuer is not the seller here.
Other line items reflect 402,773 shares tied to in-kind distributions and bona fide gifts of 49,295 and 31,918 shares, ultimately for charitable donations. The reporting parties state they disclaim beneficial ownership except for any pecuniary interest. Future ownership tables in company filings will show how KKR’s percentage stake evolves after these transactions.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Sale | Common Stock | 19,715,000 | $40.961 | $807.55M |
| Other | Common Stock | 402,773 | $0.00 | -- |
| Gift | Common Stock | 49,295 | $0.00 | -- |
| Gift | Common Stock | 31,918 | $0.00 | -- |
Footnotes (1)
- The price of $40.961 represents the net price received per share of common stock of BrightSpring Health Services, Inc. for shares sold pursuant to an underwritten public offering. Represents securities held by KKR Phoenix Aggregator L.P. KKR Phoenix Aggregator GP LLC is the general partner of KKR Phoenix Aggregator L.P. KKR Americas Fund XII L.P. is the sole member of KKR Phoenix Aggregator GP LLC. KKR Associates Americas XII L.P. is the general partner of KKR Americas Fund XII L.P. KKR Americas XII Limited is the general partner of KKR Associates Americas XII L.P. KKR Group Partnership L.P. is the sole shareholder of KKR Americas XII Limited. KKR Group Holdings Corp. is the general partner of KKR Group Partnership L.P. KKR Group Co. Inc. is the sole shareholder of KKR Group Holdings Corp. KKR & Co. Inc. is the sole shareholder of KKR Group Co. Inc. KKR Management LLP is the Series I preferred stockholder of KKR & Co. Inc. Messrs. Henry R. Kravis and George R. Roberts are the founding partners of KKR Management LLP. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein, except to the extent of such Reporting Person's pecuniary interest therein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the Reporting Persons are the beneficial owners of any securities reported herein. Represents distributions of such shares in connection with the sale reported herein by KKR Phoenix Aggregator L.P. and certain of its affiliates to their respective partners and shareholders as in-kind distributions. These in-kind distributions are for the purpose of the ultimate recipients making charitable donations of shares of common stock. Represents the donation by Mr. Kravis of shares received in the in-kind distribution described in footnote (4) above. Represents the donation by Mr. Roberts of shares received in the in-kind distribution described in footnote (4) above.