Kennedy-Wilson, Inc. and Prospect Acquisition Corp. Announce Closing of Business Combination
14 November 2009 - 11:00AM
PR Newswire (US)
BEVERLY HILLS, Calif., Nov. 13 /PRNewswire-FirstCall/ --
Kennedy-Wilson, Inc. ("Kennedy-Wilson") (KWIC.PK) and Prospect
Acquisition Corp. (NYSE Amex: PAX) ("Prospect" or the "Company")
announced today that they have completed their business combination
following the approval today by Prospect's stockholders of the
transaction. In connection with the business combination, the
Company expects to continue trading its common stock and warrants
on NYSE Amex under the symbols "KWIC" and "KWIC.WS", respectively.
In addition to approving the business combination, Prospect's
stockholders also approved proposals to: (a) amend and restate its
amended and restated certificate of incorporation to, among other
things, change its name to "Kennedy-Wilson Holdings, Inc.",
increase its total number of authorized shares of capital stock,
and to provide for the Company's perpetual existence; (b) approve
the Kennedy-Wilson Holdings, Inc. 2009 Equity Participation Plan
and (c) elect seven directors. The new board of directors of the
Company consists of William McMorrow, Cathy Hendrickson, Thomas
Sorell, Jerry Solomon, Kent Mouton and Norman Creighton, who were
directors of Kennedy-Wilson, and David Minella, who was the
Chairman and Chief Executive Officer of Prospect. The Company also
announced that its warrantholders approved a proposal today to: (a)
amend the warrant agreement governing the public warrants to allow
public warrantholders to either receive, in exchange for their
existing public warrants, $0.55 in cash or to continue to hold
their public warrants which have been amended to provide for an
exercise price of $12.50, a redemption trigger price of $19.50 and
an expiration date of November 14, 2013, subject to adjustment and
proration; and (b) amend the terms of warrants purchased by certain
affiliates of directors of Prospect to provide for an exercise
price of $12.50, a redemption trigger price of $19.50 and an
expiration date of November 14, 2013, subject to adjustment and
proration. About Kennedy-Wilson Inc. Founded in 1977,
Kennedy-Wilson is a vertically-integrated real estate investment
and services company headquartered in Beverly Hills, CA with 21
offices in the U.S. and Japan. The company offers a comprehensive
array of real estate services including property and asset
management, brokerage and auction services, and construction and
trust management. Through its fund management and separate account
businesses, Kennedy-Wilson is a strategic investor and manager of
real estate investments in the United States and Japan.
Kennedy-Wilson's management team has acquired, developed and
managed more than $15 billion of real estate. The senior management
team has worked together on average for over a decade and has an
average of over 25 years of real estate experience. For further
information on Kennedy-Wilson, please visit
http://www.kennedywilson.com/. About Prospect Acquisition Corp.
Prospect is a blank check company formed for the purpose of
acquiring, or acquiring control of, through a merger, capital stock
exchange, asset acquisition, stock purchase, reorganization or
similar business combination, one or more businesses or assets,
which it refers to as its initial business combination, in the
financial services industry, which includes investment management
firms. Cautionary Statements Regarding Forward-Looking Statements
Certain statements in this press release relating to future
results, strategy and plans of Kennedy-Wilson and the Company
(including certain projections and business trends, and statements
which may be identified by the use of the words "may", "intend",
"expect" and like words) constitute "forward-looking statements" as
defined in the Private Securities Litigation Reform Act of 1995.
Actual results may differ materially from those projected as a
result of certain risks and uncertainties. These risks and
uncertainties include, but are not limited to Kennedy-Wilson's
revenues and operating performance, general economic conditions,
industry trends, legislation or regulatory requirements affecting
the business in which Kennedy-Wilson is engaged, management of
growth, Kennedy-Wilson's business strategy and plans, fluctuations
in customer demand, the result of future financing efforts and
Kennedy-Wilson's dependence on key personnel. Kennedy-Wilson and
the Company caution readers not to place undue reliance upon any
forward-looking statements, which speak only as of the date made.
These forward-looking statements are made only as of the date
hereof, and neither Kennedy-Wilson nor the Company undertake any
obligation to update or revise the forward-looking statements,
whether as a result of new information, future events or otherwise,
except as required by law. DATASOURCE: Prospect Acquisition Corp.
CONTACT: Don Herrema, Vice Chairman and CEO of KW Capital Markets,
+1-212-355-2550 Web Site: http://www.prospectac.com/
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