Form D/A

View Original Filing

Notice of Exempt Offering of Securities

Item 1. Issuer's Identity

Name of Issuer:
KKR AMERICAS FUND XII L.P.
Jurisdiction of Incorporation/Organization
CAYMAN ISLANDS
Year of Incorporation/Organization
2015

Previous Name(s)

Entity Type
LIMITED PARTNERSHIP

Item 2 Issuer Principal Place of Business and Contact Information

C/O KOHLBERG KRAVIS ROBERTS CO. L.P.
9 WEST 57TH STREET, SUITE 4200
NEW YORK, NY 10019
Phone Number: subscription required

Item 3. Related Persons

Name
N/A N/A KKR ASSOCIATES AMERICAS XII L.P.
Address
subscription required
Relationship(s)
  • PROMOTER
Clarification of Response
GENERAL PARTNER OF THE ISSUER

Item 3. Related Persons

Name
N/A N/A KKR AMERICAS XII LIMITED
Address
subscription required
Relationship(s)
  • PROMOTER
Clarification of Response
GENERAL PARTNER OF THE GENERAL PARTNER OF THE ISSUER

Item 3. Related Persons

Name
TODD A. FISHER
Address
subscription required
Relationship(s)
  • DIRECTOR
Clarification of Response
DIRECTOR OF THE GENERAL PARTNER OF THE GENERAL PARTNER OF THE ISSUER

Item 3. Related Persons

Name
WILLIAM J. JANETSCHEK
Address
subscription required
Relationship(s)
  • DIRECTOR
Clarification of Response
DIRECTOR OF THE GENERAL PARTNER OF THE GENERAL PARTNER OF THE ISSUER

Item 3. Related Persons

Name
DAVID J. SORKIN
Address
subscription required
Relationship(s)
  • DIRECTOR
Clarification of Response
DIRECTOR OF THE GENERAL PARTNER OF THE GENERAL PARTNER OF THE ISSUER

Item 3. Related Persons

Name
BRIAN BULL
Address
subscription required
Relationship(s)
  • EXECUTIVE OFFICER
Clarification of Response
VICE PRESIDENT OF THE GENERAL PARTNER OF THE GENERAL PARTNER OF THE ISSUER

Item 3. Related Persons

Name
STEVE CODISPOTI
Address
subscription required
Relationship(s)
  • EXECUTIVE OFFICER
Clarification of Response
VICE PRESIDENT OF THE GENERAL PARTNER OF THE GENERAL PARTNER OF THE ISSUER

Item 3. Related Persons

Name
TERENCE GALLAGHER
Address
subscription required
Relationship(s)
  • EXECUTIVE OFFICER
Clarification of Response
VICE PRESIDENT OF THE GENERAL PARTNER OF THE GENERAL PARTNER OF THE ISSUER

Item 3. Related Persons

Name
STEPHEN JORDAN
Address
subscription required
Relationship(s)
  • EXECUTIVE OFFICER
Clarification of Response
VICE PRESIDENT OF THE GENERAL PARTNER OF THE GENERAL PARTNER OF THE ISSUER

Item 3. Related Persons

Name
ALEXANDER NAVAB
Address
subscription required
Relationship(s)
  • EXECUTIVE OFFICER
Clarification of Response
VICE PRESIDENT OF THE GENERAL PARTNER OF THE GENERAL PARTNER OF THE ISSUER

Item 3. Related Persons

Name
SCOTT C. NUTTALL
Address
subscription required
Relationship(s)
  • EXECUTIVE OFFICER
Clarification of Response
VICE PRESIDENT OF THE GENERAL PARTNER OF THE GENERAL PARTNER OF THE ISSUER

Item 3. Related Persons

Name
SUZANNE O. DONOHOE
Address
subscription required
Relationship(s)
  • EXECUTIVE OFFICER
Clarification of Response
VICE PRESIDENT OF THE GENERAL PARTNER OF THE GENERAL PARTNER OF THE ISSUER

Item 3. Related Persons

Name
JASON CARSS
Address
subscription required
Relationship(s)
  • EXECUTIVE OFFICER
Clarification of Response
ASSISTANT SECRETARY OF THE GENERAL PARTNER OF THE GENERAL PARTNER OF THE ISSUER

Item 3. Related Persons

Name
CHRISTOPHER LEE
Address
subscription required
Relationship(s)
  • EXECUTIVE OFFICER
Clarification of Response
ASSISTANT SECRETARY OF THE GENERAL PARTNER OF THE GENERAL PARTNER OF THE ISSUER

Item 4. Industry Group

POOLED INVESTMENT FUND - PRIVATE EQUITY FUND

Item 5. Issuer Size

Revenue Range (for issuer not specifying "hedge" or "other investment" fund in Item 4 above)
DECLINE TO DISCLOSE

Item 6. Federal Exemptions and Exclusions Claimed

Item 7. Type of Filing

Amendment
Date of First Sale in this Offering:
03/03/2016

Item 8. Duration of Offering

Does the issuer intend this offering to last more than one year?
No

Item 9. Type(s) of Securities Offered

  • Pooled Investment Fund Interests
  • Other: LIMITED PARTNERSHIP INTERESTS

Item 10. Business Combination Transaction

Is this offering being made in connection with a business combination transaction, such as a merger, acquisition or exchange offer?
No
Clarification of Response

Item 11. Minimum Investment

Minimum Investment accepted from any outside investor
0

Item 12. Sales Compensation

Recipient
MORGAN STANLEY SMITH BARNEY LLC
Recipient CRD Number
149777
(Associated) Broker or Dealer)
NONE
(Associated) Broker or Dealer CRD Number
NONE
Address
522 FIFTH AVENUE, 13TH FLOOR
NEW YORK, NY 10036
States of Solicitation
  • ALL STATES

Item 12. Sales Compensation

Recipient
J.P. MORGAN SECURITIES LLC
Recipient CRD Number
79
(Associated) Broker or Dealer)
NONE
(Associated) Broker or Dealer CRD Number
NONE
Address
270 PARK AVENUE
NEW YORK, NY 10017
States of Solicitation
  • ALL STATES

Item 12. Sales Compensation

Recipient
ARTIVEST BROKERAGE LLC
Recipient CRD Number
168218
(Associated) Broker or Dealer)
NONE
(Associated) Broker or Dealer CRD Number
NONE
Address
1140 BROADWAY, SUITE 1501
NEW YORK, NY 10001
States of Solicitation
  • ALL STATES

Item 12. Sales Compensation

Recipient
DAEWOO SECURITIES CO., LTD.
Recipient CRD Number
NONE
(Associated) Broker or Dealer)
NONE
(Associated) Broker or Dealer CRD Number
NONE
Address
56, GUKJEGEUMYUNG-RO, YEONGDEUNGPO-GU
SEOUL, M5 150-716
States of Solicitation

Item 12. Sales Compensation

Recipient
PICTON S.A.
Recipient CRD Number
NONE
(Associated) Broker or Dealer)
NONE
(Associated) Broker or Dealer CRD Number
NONE
Address
AV. APOQUINDO 2929, 22ND FLOOR
LAS CONDES
SANTIAGO, F3 00000
States of Solicitation

Item 12. Sales Compensation

Recipient
NOAH HOLDINGS (HONG KONG) LIMITED
Recipient CRD Number
NONE
(Associated) Broker or Dealer)
NONE
(Associated) Broker or Dealer CRD Number
NONE
Address
ROOM 903-4, LI PO CHUN CHAMBERS
189 DES VOEUX ROAD, CENTRAL
HONG KONG, F4 00000
States of Solicitation

Item 12. Sales Compensation

Recipient
CYGNUS INVESTMENT PARTNERS LP
Recipient CRD Number
NONE
(Associated) Broker or Dealer)
NONE
(Associated) Broker or Dealer CRD Number
NONE
Address
BROOKFIELD PLACE
181 BAY STREET, SUITE 4200
TORONTO, Z4 M5J 2T3
States of Solicitation

Item 12. Sales Compensation

Recipient
HSBC MANAGEMENT (GUERNSEY) LIMITED
Recipient CRD Number
172522
(Associated) Broker or Dealer)
NONE
(Associated) Broker or Dealer CRD Number
NONE
Address
ARNOLD HOUSE, ST JULIAN'S AVENUE
ST PETER PORT, Y7 GY1 3NF
States of Solicitation

Item 12. Sales Compensation

Recipient
FORESIDE FUND SERVICES, LLC
Recipient CRD Number
46106
(Associated) Broker or Dealer)
NONE
(Associated) Broker or Dealer CRD Number
NONE
Address
THREE CANAL PLAZA, SUITE 100
PORTLAND, ME 04101
States of Solicitation
  • ALL STATES

Item 12. Sales Compensation

Recipient
UBS FINANCIAL SERVICES INC.
Recipient CRD Number
8174
(Associated) Broker or Dealer)
NONE
(Associated) Broker or Dealer CRD Number
NONE
Address
1285 AVENUE OF THE AMERICAS
NEW YORK, NY 10019
States of Solicitation
  • ALL STATES

Item 13. Offering and Sales Amounts

Total Offering Amount
INDEFINITE
Total Amount Sold
10843957000
Total Remaining to be Sold
INDEFINITE
Clarification of Response
THE AMOUNT DISCLOSED IN ITEM 13 AND THE NUMBER OF INVESTORS DISCLOSED IN ITEM 14 REFLECTS SALES TO BOTH U.S. AND NON-U.S. INVESTORS AND EXCLUDES THE GENERAL PARTNER'S CAPITAL COMMITMENT.

Item 14. Investors

Securities in the offering have been or may be sold to persons who do not qualify as accredited investors,
Number of non-accredited investors who already have invested in the offering:
Total number of investors who already have invested in the offering:
184

Item 15. Sales Commissions and Finders' Fees Expenses

Sales Commissions:
26876100.0 Is an estimate
Finders' Fees
0.0
Clarification of Response
THE FIGURE DISCLOSED ABOVE REFLECTS ESTIMATED AMOUNTS EXPECTED TO BE PAID TO PLACEMENT AGENTS IN RESPECT OF U.S. OFFERING.

Item 16. Use of Proceeds

Provide the amount of the gross proceeds of the offering that has been or is proposed to be used for payments to any of the persons required to be named as executive officers,directors or promoters in response to Item 3 above.
0.0
Clarification of Response

Signature and Submission

Issuer Name
KKR AMERICAS FUND XII L.P.
Issuer Signature
JASON CARSS
Signer Name
JASON CARSS
Signer Title
ASSISTANT SECRETARY OF THE GP OF THE GP OF THE ISSUER
Signature Date
12/27/2016
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