SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
Kennedy-Wilson Holdings, Inc.
(Name of Issuer)
Common Stock, par value $0.001 per share
(Title of Class of Securities)
489398107
(CUSIP Number)
March 8, 2022
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
| ¨ | Rule 13d-1(b) |
| x | Rule 13d-1(c) |
| ¨ | Rule 13d-1(d) |
* The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
| CUSIP No. 489398107 | 13G |
| 1 | Names
of Reporting Person V. Prem Watsa | ||||
| Check the Appropriate Box if a Member of a Group | |||||
| 2 | (a) | ¨ | |||
| (b) | x | ||||
| 3 | SEC Use Only | ||||
| 4 | Citizenship
or Place of Organization Canadian | ||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
5 | Sole
Voting Power 0 | |||
| 6 | Shared
Voting Power 26,365,487 | ||||
| 7 | Sole
Dispositive Power 0 | ||||
| 8 | Shared
Dispositive Power 26,365,487 | ||||
| 9 | Aggregate
Amount Beneficially Owned by Each Reporting Person 26,365,487 | ||||
| 10 | Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares ¨ | ||||
| 11 | Percent
of Class Represented by Amount in Row 9 17.5% | ||||
| 12 | Type
of Reporting Person IN | ||||
| CUSIP No. 489398107 | 13G |
| 1 | Names of Reporting Persons The Second 810 Holdco Ltd. | ||||
| Check the Appropriate Box if a Member of a Group | |||||
| 2 | (a) | ¨ | |||
| (b) | x | ||||
| 3 | SEC Use Only | ||||
| 4 | Citizenship or Place of Organization Canada | ||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
5 | Sole
Voting Power 0 | |||
| 6 | Shared
Voting Power 26,365,487 | ||||
| 7 | Sole
Dispositive Power 0 | ||||
| 8 | Shared
Dispositive Power 26,365,487 | ||||
| 9 | Aggregate
Amount Beneficially Owned by Each Reporting Person 26,365,487 | ||||
| 10 | Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares ¨ | ||||
| 11 | Percent
of Class Represented by Amount in Row 9 17.5% | ||||
| 12 | Type
of Reporting Person CO | ||||
| CUSIP No. 489398107 | 13G |
| 1 | Names of Reporting Persons The Second 1109 Holdco Ltd. | ||||
| Check the Appropriate Box if a Member of a Group | |||||
| 2 | (a) | ¨ | |||
| (b) | x | ||||
| 3 | SEC Use Only | ||||
| 4 | Citizenship or Place of Organization Canada | ||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
5 | Sole
Voting Power 0 | |||
| 6 | Shared
Voting Power 26,365,487 | ||||
| 7 | Sole
Dispositive Power 0 | ||||
| 8 | Shared
Dispositive Power 26,365,487 | ||||
| 9 | Aggregate
Amount Beneficially Owned by Each Reporting Person 26,365,487 | ||||
| 10 | Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares ¨ | ||||
| 11 | Percent
of Class Represented by Amount in Row 9 17.5% | ||||
| 12 | Type
of Reporting Person CO | ||||
| CUSIP No. 489398107 | 13G |
| 1 | Names of Reporting Persons The Sixty Two Investment Company Limited | ||||
| Check the Appropriate Box if a Member of a Group | |||||
| 2 | (a) | ¨ | |||
| (b) | x | ||||
| 3 | SEC Use Only | ||||
| 4 | Citizenship or Place of Organization British Columbia | ||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
5 | Sole
Voting Power 0 | |||
| 6 | Shared
Voting Power 26,365,487 | ||||
| 7 | Sole
Dispositive Power 0 | ||||
| 8 | Shared
Dispositive Power 26,365,487 | ||||
| 9 | Aggregate
Amount Beneficially Owned by Each Reporting Person 26,365,487 | ||||
| 10 | Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares ¨ | ||||
| 11 | Percent
of Class Represented by Amount in Row 9 17.5% | ||||
| 12 | Type
of Reporting Person CO | ||||
| CUSIP No. 489398107 | 13G |
| 1 | Names of Reporting Persons 12002574 Canada Inc. | ||||
| Check the Appropriate Box if a Member of a Group | |||||
| 2 | (a) | ¨ | |||
| (b) | x | ||||
| 3 | SEC Use Only | ||||
| 4 | Citizenship or Place of Organization CANADA | ||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
5 | Sole
Voting Power 0 | |||
| 6 | Shared
Voting Power 26,365,487 | ||||
| 7 | Sole
Dispositive Power 0 | ||||
| 8 | Shared
Dispositive Power 26,365,487 | ||||
| 9 | Aggregate
Amount Beneficially Owned by Each Reporting Person 26,365,487 | ||||
| 10 | Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares ¨ | ||||
| 11 | Percent
of Class Represented by Amount in Row 9 17.5% | ||||
| 12 | Type
of Reporting Person CO | ||||
| CUSIP No. 489398107 | 13G |
| 1 | Names of Reporting Persons Fairfax Financial Holdings Limited | ||||
| Check the Appropriate Box if a Member of a Group | |||||
| 2 | (a) | ¨ | |||
| (b) | x | ||||
| 3 | SEC Use Only | ||||
| 4 | Citizenship or Place of Organization CANADA | ||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
5 | Sole
Voting Power 0 | |||
| 6 | Shared
Voting Power 26,365,487 | ||||
| 7 | Sole
Dispositive Power 0 | ||||
| 8 | Shared
Dispositive Power 26,365,487 | ||||
| 9 | Aggregate
Amount Beneficially Owned by Each Reporting Person 26,365,487 | ||||
| 10 | Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares ¨ | ||||
| 11 | Percent
of Class Represented by Amount in Row 9 17.5% | ||||
| 12 | Type
of Reporting Person CO | ||||
| CUSIP No. 489398107 | 13G |
| 1 | Names of Reporting Persons FFHL Group Ltd. | ||||
| Check the Appropriate Box if a Member of a Group | |||||
| 2 | (a) | ¨ | |||
| (b) | x | ||||
| 3 | SEC Use Only | ||||
| 4 | Citizenship or Place of Organization CANADA | ||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
5 | Sole
Voting Power 0 | |||
| 6 | Shared
Voting Power 19,844,612 | ||||
| 7 | Sole
Dispositive Power 0 | ||||
| 8 | Shared
Dispositive Power 19,844,612 | ||||
| 9 | Aggregate
Amount Beneficially Owned by Each Reporting Person 19,844,612 | ||||
| 10 | Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares ¨ | ||||
| 11 | Percent
of Class Represented by Amount in Row 9 13.1% | ||||
| 12 | Type
of Reporting Person CO | ||||
| CUSIP No. 489398107 | 13G |
| 1 | Names of Reporting Persons Fairfax (US) Inc. | ||||
| Check the Appropriate Box if a Member of a Group | |||||
| 2 | (a) | ¨ | |||
| (b) | x | ||||
| 3 | SEC Use Only | ||||
| 4 | Citizenship or Place of Organization Delaware | ||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
5 | Sole
Voting Power 0 | |||
| 6 | Shared
Voting Power 14,664,874 | ||||
| 7 | Sole
Dispositive Power 0 | ||||
| 8 | Shared
Dispositive Power 14,664,874 | ||||
| 9 | Aggregate
Amount Beneficially Owned by Each Reporting Person 14,664,874 | ||||
| 10 | Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares ¨ | ||||
| 11 | Percent
of Class Represented by Amount in Row 9 9.7% | ||||
| 12 | Type
of Reporting Person CO | ||||
| CUSIP No. 489398107 | 13G |
| 1 | Names of Reporting Persons Brit Limited | ||||
| Check the Appropriate Box if a Member of a Group | |||||
| 2 | (a) | ¨ | |||
| (b) | x | ||||
| 3 | SEC Use Only | ||||
| 4 | Citizenship or Place of Organization England and Wales | ||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
5 | Sole
Voting Power 0 | |||
| 6 | Shared
Voting Power 1,918,869 | ||||
| 7 | Sole
Dispositive Power 0 | ||||
| 8 | Shared
Dispositive Power 1,918,869 | ||||
| 9 | Aggregate
Amount Beneficially Owned by Each Reporting Person 1,918,869 | ||||
| 10 | Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares ¨ | ||||
| 11 | Percent
of Class Represented by Amount in Row 9 1.3% | ||||
| 12 | Type
of Reporting Person CO | ||||
| CUSIP No. 489398107 | 13G |
| 1 | Names
of Reporting Persons | ||||
| Check the Appropriate Box if a Member of a Group | |||||
| 2 | (a) | ¨ | |||
| (b) | x | ||||
| 3 | SEC Use Only | ||||
| 4 | Citizenship or Place of Organization England and Wales | ||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
5 | Sole
Voting Power 0 | |||
| 6 | Shared
Voting Power 1,918,869 | ||||
| 7 | Sole
Dispositive Power 0 | ||||
| 8 | Shared
Dispositive Power 1,918,869 | ||||
| 9 | Aggregate
Amount Beneficially Owned by Each Reporting Person 1,918,869 | ||||
| 10 | Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares ¨ | ||||
| 11 | Percent
of Class Represented by Amount in Row 9 1.3% | ||||
| 12 | Type
of Reporting Person CO | ||||
| CUSIP No. 489398107 | 13G |
| 1 | Names
of Reporting Persons | ||||
| Check the Appropriate Box if a Member of a Group | |||||
| 2 | (a) | ¨ | |||
| (b) | x | ||||
| 3 | SEC Use Only | ||||
| 4 | Citizenship or Place of Organization England and Wales | ||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
5 | Sole
Voting Power 0 | |||
| 6 | Shared
Voting Power 200,000 | ||||
| 7 | Sole
Dispositive Power 0 | ||||
| 8 | Shared
Dispositive Power 200,000 | ||||
| 9 | Aggregate
Amount Beneficially Owned by Each Reporting Person 200,000 | ||||
| 10 | Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares ¨ | ||||
| 11 | Percent
of Class Represented by Amount in Row 9 0.1% | ||||
| 12 | Type
of Reporting Person CO | ||||
| CUSIP No. 489398107 | 13G |
| 1 | Names
of Reporting Persons | ||||
| Check the Appropriate Box if a Member of a Group | |||||
| 2 | (a) | ¨ | |||
| (b) | x | ||||
| 3 | SEC Use Only | ||||
| 4 | Citizenship or Place of Organization BERMUDA | ||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
5 | Sole
Voting Power 0 | |||
| 6 | Shared
Voting Power 512,869 | ||||
| 7 | Sole
Dispositive Power 0 | ||||
| 8 | Shared
Dispositive Power 512,869 | ||||
| 9 | Aggregate
Amount Beneficially Owned by Each Reporting Person 512,869 | ||||
| 10 | Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares ¨ | ||||
| 11 | Percent
of Class Represented by Amount in Row 9 0.3% | ||||
| 12 | Type
of Reporting Person CO | ||||
| CUSIP No. 489398107 | 13G |
| 1 | Names
of Reporting Persons | ||||
| Check the Appropriate Box if a Member of a Group | |||||
| 2 | (a) | ¨ | |||
| (b) | x | ||||
| 3 | SEC Use Only | ||||
| 4 | Citizenship or Place of Organization England and Wales | ||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
5 | Sole
Voting Power 0 | |||
| 6 | Shared
Voting Power 1,206,000 | ||||
| 7 | Sole
Dispositive Power 0 | ||||
| 8 | Shared
Dispositive Power 1,206,000 | ||||
| 9 | Aggregate
Amount Beneficially Owned by Each Reporting Person 1,206,000 | ||||
| 10 | Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares ¨ | ||||
| 11 | Percent
of Class Represented by Amount in Row 9 0.8% | ||||
| 12 | Type
of Reporting Person CO | ||||
| CUSIP No. 489398107 | 13G |
| 1 | Names
of Reporting Persons | ||||
| Check the Appropriate Box if a Member of a Group | |||||
| 2 | (a) | ¨ | |||
| (b) | x | ||||
| 3 | SEC Use Only | ||||
| 4 | Citizenship or Place of Organization DELAWARE | ||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
5 | Sole
Voting Power 0 | |||
| 6 | Shared
Voting Power 7,996,395 | ||||
| 7 | Sole
Dispositive Power 0 | ||||
| 8 | Shared
Dispositive Power 7,996,395 | ||||
| 9 | Aggregate
Amount Beneficially Owned by Each Reporting Person 7,996,395 | ||||
| 10 | Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares ¨ | ||||
| 11 | Percent
of Class Represented by Amount in Row 9 5.3% | ||||
| 12 | Type
of Reporting Person CO | ||||
| CUSIP No. 489398107 | 13G |
| 1 | Names
of Reporting Persons | ||||
| Check the Appropriate Box if a Member of a Group | |||||
| 2 | (a) | ¨ | |||
| (b) | x | ||||
| 3 | SEC Use Only | ||||
| 4 | Citizenship or Place of Organization DELAWARE | ||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
5 | Sole
Voting Power 0 | |||
| 6 | Shared
Voting Power 7,996,395 | ||||
| 7 | Sole
Dispositive Power 0 | ||||
| 8 | Shared
Dispositive Power 7,996,395 | ||||
| 9 | Aggregate
Amount Beneficially Owned by Each Reporting Person 7,996,395 | ||||
| 10 | Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares ¨ | ||||
| 11 | Percent
of Class Represented by Amount in Row 9 5.3% | ||||
| 12 | Type
of Reporting Person CO | ||||
| CUSIP No. 489398107 | 13G |
| 1 | Names
of Reporting Persons | ||||
| Check the Appropriate Box if a Member of a Group | |||||
| 2 | (a) | ¨ | |||
| (b) | x | ||||
| 3 | SEC Use Only | ||||
| 4 | Citizenship or Place of Organization CONNECTICUT | ||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
5 | Sole
Voting Power 0 | |||
| 6 | Shared
Voting Power 7,671,304 | ||||
| 7 | Sole
Dispositive Power 0 | ||||
| 8 | Shared
Dispositive Power 7,671,304 | ||||
| 9 | Aggregate
Amount Beneficially Owned by Each Reporting Person 7,671,304 | ||||
| 10 | Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares ¨ | ||||
| 11 | Percent
of Class Represented by Amount in Row 9 5.1% | ||||
| 12 | Type
of Reporting Person CO | ||||
| CUSIP No. 489398107 | 13G |
| 1 | Names
of Reporting Persons | ||||
| Check the Appropriate Box if a Member of a Group | |||||
| 2 | (a) | ¨ | |||
| (b) | x | ||||
| 3 | SEC Use Only | ||||
| 4 | Citizenship or Place of Organization DELAWARE | ||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
5 | Sole
Voting Power 0 | |||
| 6 | Shared
Voting Power 3,260,870 | ||||
| 7 | Sole
Dispositive Power 0 | ||||
| 8 | Shared
Dispositive Power 3,260,870 | ||||
| 9 | Aggregate
Amount Beneficially Owned by Each Reporting Person 3,260,870 | ||||
| 10 | Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares ¨ | ||||
| 11 | Percent
of Class Represented by Amount in Row 9 2.2% | ||||
| 12 | Type
of Reporting Person CO | ||||
|
|
|||||
| CUSIP No. 489398107 | 13G |
| 1 | Names
of Reporting Persons | ||||
| Check the Appropriate Box if a Member of a Group | |||||
| 2 | (a) | ¨ | |||
| (b) | x | ||||
| 3 | SEC Use Only | ||||
| 4 | Citizenship or Place of Organization NEW YORK | ||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
5 | Sole
Voting Power 0 | |||
| 6 | Shared
Voting Power 1,086,957 | ||||
| 7 | Sole
Dispositive Power 0 | ||||
| 8 | Shared
Dispositive Power 1,086,957 | ||||
| 9 | Aggregate
Amount Beneficially Owned by Each Reporting Person 1,086,957 | ||||
| 10 | Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares ¨ | ||||
| 11 | Percent
of Class Represented by Amount in Row 9 0.7% | ||||
| 12 | Type
of Reporting Person CO | ||||
| CUSIP No. 489398107 | 13G |
| 1 | Names
of Reporting Persons | ||||
| Check the Appropriate Box if a Member of a Group | |||||
| 2 | (a) | ¨ | |||
| (b) | x | ||||
| 3 | SEC Use Only | ||||
| 4 | Citizenship or Place of Organization DELAWARE | ||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
5 | Sole
Voting Power 0 | |||
| 6 | Shared
Voting Power 1,086,957 | ||||
| 7 | Sole
Dispositive Power 0 | ||||
| 8 | Shared
Dispositive Power 1,086,957 | ||||
| 9 | Aggregate
Amount Beneficially Owned by Each Reporting Person 1,086,957 | ||||
| 10 | Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares ¨ | ||||
| 11 | Percent
of Class Represented by Amount in Row 9 0.7% | ||||
| 12 | Type
of Reporting Person CO | ||||
| CUSIP No. 489398107 | 13G |
| 1 |
Names of Reporting Persons NEWLINE HOLDINGS UK LIMITED | ||||
| 2 | Check the Appropriate Box if a Member of a Group | ||||
| (a) | o | ||||
| (b) | x | ||||
| 3 | SEC Use Only | ||||
| 4 | Citizenship or Place of Organization UNITED KINGDOM | ||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
5 | Sole Voting Power 0 | |||
| 6 | Shared Voting Power 565,218 |
||||
| 7 | Sole Dispositive Power 0 |
||||
| 8 | Shared Dispositive Power 565,218 |
||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person 565,218 |
||||
| 10 | Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares o | ||||
| 11 | Percent of Class Represented by Amount in Row 9 0.4% |
||||
| 12 | Type of Reporting Person CO |
||||
| CUSIP No. 489398107 | 13G |
| 1 |
Names of Reporting Persons NEWLINE CORPORATE NAME LIMITED | ||||
| 2 | Check the Appropriate Box if a Member of a Group | ||||
| (a) | o | ||||
| (b) | x | ||||
| 3 | SEC Use Only | ||||
| 4 | Citizenship or Place of Organization UNITED KINGDOM | ||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
5 | Sole Voting Power 0 | |||
| 6 | Shared Voting Power 434,783 |
||||
| 7 | Sole Dispositive Power 0 |
||||
| 8 | Shared Dispositive Power 434,783 |
||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person 434,783 |
||||
| 10 | Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares o | ||||
| 11 | Percent of Class Represented by Amount in Row 9 0.3% |
||||
| 12 | Type of Reporting Person CO |
||||
| CUSIP No. 489398107 | 13G |
| 1 |
Names of Reporting Persons NEWLINE INSURANCE COMPANY LIMITED | ||||
| 2 | Check the Appropriate Box if a Member of a Group | ||||
| (a) | o | ||||
| (b) | x | ||||
| 3 | SEC Use Only | ||||
| 4 | Citizenship or Place of Organization UNITED KINGDOM | ||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
5 | Sole Voting Power 0 | |||
| 6 | Shared Voting Power 130,435 |
||||
| 7 | Sole Dispositive Power 0 |
||||
| 8 | Shared Dispositive Power 130,435 |
||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person 130,435 |
||||
| 10 | Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares o | ||||
| 11 | Percent of Class Represented by Amount in Row 9 0.1% |
||||
| 12 | Type of Reporting Person CO |
||||
| CUSIP No. 489398107 | 13G |
| 1 |
Names of Reporting Persons CRUM & FORSTER HOLDINGS CORP. | ||||
| 2 | Check the Appropriate Box if a Member of a Group | ||||
| (a) | o | ||||
| (b) | x | ||||
| 3 | SEC Use Only | ||||
| 4 | Citizenship or Place of Organization DELAWARE | ||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
5 | Sole Voting Power 0 | |||
| 6 | Shared Voting Power 2,173,914 |
||||
| 7 | Sole Dispositive Power 0 |
||||
| 8 | Shared Dispositive Power 2,173,914 |
||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person 2,173,914 |
||||
| 10 | Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares o | ||||
| 11 | Percent of Class Represented by Amount in Row 9 1.4% |
||||
| 12 | Type of Reporting Person CO |
||||
| CUSIP No. 489398107 | 13G |
| 1 |
Names of Reporting Persons UNITED STATES FIRE INSURANCE COMPANY | ||||
| 2 | Check the Appropriate Box if a Member of a Group | ||||
| (a) | o | ||||
| (b) | x | ||||
| 3 | SEC Use Only | ||||
| 4 | Citizenship or Place of Organization DELAWARE | ||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
5 | Sole Voting Power 0 | |||
| 6 | Shared Voting Power 2,173,914 |
||||
| 7 | Sole Dispositive Power 0 |
||||
| 8 | Shared Dispositive Power 2,173,914 |
||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person 2,173,914 |
||||
| 10 | Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares o | ||||
| 11 | Percent of Class Represented by Amount in Row 9 1.4% |
||||
| 12 | Type of Reporting Person CO |
||||
| CUSIP No. 489398107 | 13G |
| 1 |
Names of Reporting Persons THE NORTH RIVER INSURANCE Company | ||||
| 2 | Check the Appropriate Box if a Member of a Group | ||||
| (a) | o | ||||
| (b) | x | ||||
| 3 | SEC Use Only | ||||
| 4 | Citizenship or Place of Organization NEW JERSEY | ||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
5 | Sole Voting Power 0 | |||
| 6 | Shared Voting Power 1,086,957 |
||||
| 7 | Sole Dispositive Power 0 |
||||
| 8 | Shared Dispositive Power 1,086,957 |
||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person 1,086,957 |
||||
| 10 | Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares o | ||||
| 11 | Percent of Class Represented by Amount in Row 9 0.7% |
||||
| 12 | Type of Reporting Person CO |
||||
| CUSIP No. 489398107 | 13G |
| 1 |
Names of Reporting Persons Zenith National Insurance Corp. | ||||
| 2 | Check the Appropriate Box if a Member of a Group | ||||
| (a) | o | ||||
| (b) | x | ||||
| 3 | SEC Use Only | ||||
| 4 | Citizenship or Place of Organization Delaware | ||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
5 | Sole Voting Power 0 | |||
| 6 | Shared Voting Power 362,370 |
||||
| 7 | Sole Dispositive Power 0 |
||||
| 8 | Shared Dispositive Power 362,370 |
||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person 362,370 |
||||
| 10 | Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares o | ||||
| 11 | Percent of Class Represented by Amount in Row 9 0.2% |
||||
| 12 | Type of Reporting Person CO |
||||
| CUSIP No. 489398107 | 13G |
| 1 |
Names of Reporting Persons Zenith Insurance Company | ||||
| 2 | Check the Appropriate Box if a Member of a Group | ||||
| (a) | o | ||||
| (b) | x | ||||
| 3 | SEC Use Only | ||||
| 4 | Citizenship or Place of Organization California | ||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
5 | Sole Voting Power 0 | |||
| 6 | Shared Voting Power 362,370 |
||||
| 7 | Sole Dispositive Power 0 |
||||
| 8 | Shared Dispositive Power 362,370 |
||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person 362,370 |
||||
| 10 | Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares o | ||||
| 11 | Percent of Class Represented by Amount in Row 9 0.2% |
||||
| 12 | Type of Reporting Person CO |
||||
| CUSIP No. 489398107 | 13G |
| 1 |
Names of Reporting Persons Resolution Group Reinsurance (Barbados) Limited | ||||
| 2 | Check the Appropriate Box if a Member of a Group | ||||
| (a) | o | ||||
| (b) | x | ||||
| 3 | SEC Use Only | ||||
| 4 | Citizenship or Place of Organization Barbados | ||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
5 | Sole Voting Power 0 | |||
| 6 | Shared Voting Power 4,132,195 |
||||
| 7 | Sole Dispositive Power 0 |
||||
| 8 | Shared Dispositive Power 4,132,195 |
||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person 4,132,195 |
||||
| 10 | Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares o | ||||
| 11 | Percent of Class Represented by Amount in Row 9 2.7% |
||||
| 12 | Type of Reporting Person CO |
||||
| CUSIP No. 489398107 | 13G |
| 1 |
Names of Reporting Persons NORTHBRIDGE FINANCIAL CORPORATION | ||||
| 2 | Check the Appropriate Box if a Member of a Group | ||||
| (a) | o | ||||
| (b) | x | ||||
| 3 | SEC Use Only | ||||
| 4 | Citizenship or Place of Organization CANADA | ||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
5 | Sole Voting Power 0 | |||
| 6 | Shared Voting Power 3,260,869 |
||||
| 7 | Sole Dispositive Power 0 |
||||
| 8 | Shared Dispositive Power 3,260,869 |
||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person 3,260,869 |
||||
| 10 | Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares o | ||||
| 11 | Percent of Class Represented by Amount in Row 9 2.2% |
||||
| 12 | Type of Reporting Person CO |
||||
| CUSIP No. 489398107 | 13G |
| 1 |
Names of Reporting Persons FEDERATED INSURANCE COMPANY OF CANADA | ||||
| 2 | Check the Appropriate Box if a Member of a Group | ||||
| (a) | o | ||||
| (b) | x | ||||
| 3 | SEC Use Only | ||||
| 4 | Citizenship or Place of Organization CANADA | ||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
5 | Sole Voting Power 0 | |||
| 6 | Shared Voting Power 217,391 |
||||
| 7 | Sole Dispositive Power 0 |
||||
| 8 | Shared Dispositive Power 217,391 |
||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person 217,391 |
||||
| 10 | Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares o | ||||
| 11 | Percent of Class Represented by Amount in Row 9 0.1% |
||||
| 12 | Type of Reporting Person CO |
||||
| CUSIP No. 489398107 | 13G |
| 1 |
Names of Reporting Persons NORTHBRIDGE GENERAL INSURANCE CORPORATION | ||||
| 2 | Check the Appropriate Box if a Member of a Group | ||||
| (a) | o | ||||
| (b) | x | ||||
| 3 | SEC Use Only | ||||
| 4 | Citizenship or Place of Organization CANADA | ||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
5 | Sole Voting Power 0 | |||
| 6 | Shared Voting Power 3,043,478 |
||||
| 7 | Sole Dispositive Power 0 |
||||
| 8 | Shared Dispositive Power 3,043,478 |
||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person 3,043,478 |
||||
| 10 | Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares o | ||||
| 11 | Percent of Class Represented by Amount in Row 9 2.0% |
||||
| 12 | Type of Reporting Person CO |
||||
| CUSIP No. 489398107 | 13G |
| 1 |
Names of Reporting Persons 1102952 B.C. Unlimited Liability Company | ||||
| 2 | Check the Appropriate Box if a Member of a Group | ||||
| (a) | ¨ | ||||
| (b) | x | ||||
| 3 | SEC Use Only | ||||
| 4 | Citizenship or Place of Organization British Columbia | ||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
5 | Sole Voting Power 0 | |||
| 6 | Shared Voting Power 6,062,193 |
||||
| 7 | Sole Dispositive Power 0 |
||||
| 8 | Shared Dispositive Power 6,062,193 |
||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person 6,062,193 |
||||
| 10 | Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares ¨ | ||||
| 11 | Percent of Class Represented by Amount in Row 9 4.0% |
||||
| 12 | Type of Reporting Person CO |
||||
| CUSIP No. 489398107 | 13G |
| 1 |
Names of Reporting Persons Allied World Assurance Company Holdings, Ltd | ||||
| 2 | Check the Appropriate Box if a Member of a Group | ||||
| (a) | ¨ | ||||
| (b) | x | ||||
| 3 | SEC Use Only | ||||
| 4 | Citizenship or Place of Organization Bermuda | ||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
5 | Sole Voting Power 0 | |||
| 6 | Shared Voting Power 6,062,193 |
||||
| 7 | Sole Dispositive Power 0 |
||||
| 8 | Shared Dispositive Power 6,062,193 |
||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person 6,062,193 |
||||
| 10 | Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares ¨ | ||||
| 11 | Percent of Class Represented by Amount in Row 9 4.0% |
||||
| 12 | Type of Reporting Person CO |
||||
| CUSIP No. 489398107 | 13G |
| 1 |
Names of Reporting Persons Allied World Assurance Company Holdings I, Ltd | ||||
| 2 | Check the Appropriate Box if a Member of a Group | ||||
| (a) | ¨ | ||||
| (b) | x | ||||
| 3 | SEC Use Only | ||||
| 4 | Citizenship or Place of Organization Bermuda | ||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
5 | Sole Voting Power 0 | |||
| 6 | Shared Voting Power 6,062,193 |
||||
| 7 | Sole Dispositive Power 0 |
||||
| 8 | Shared Dispositive Power 6,062,193 |
||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person 6,062,193 |
||||
| 10 | Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares ¨ | ||||
| 11 | Percent of Class Represented by Amount in Row 9 4.0% |
||||
| 12 | Type of Reporting Person CO |
||||
| CUSIP No. 489398107 | 13G |
| 1 |
Names of Reporting Persons Allied World Assurance Company, Ltd | ||||
| 2 | Check the Appropriate Box if a Member of a Group | ||||
| (a) | ¨ | ||||
| (b) | x | ||||
| 3 | SEC Use Only | ||||
| 4 | Citizenship or Place of Organization Bermuda | ||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
5 | Sole Voting Power 0 | |||
| 6 | Shared Voting Power 6,062,193 |
||||
| 7 | Sole Dispositive Power 0 |
||||
| 8 | Shared Dispositive Power 6,062,193 |
||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person 6,062,193 |
||||
| 10 | Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares ¨ | ||||
| 11 | Percent of Class Represented by Amount in Row 9 4.0% |
||||
| 12 | Type of Reporting Person CO |
||||
| CUSIP No. 489398107 | 13G |
| 1 |
Names of Reporting Persons Allied World Assurance Holdings (Ireland) Ltd | ||||
| 2 | Check the Appropriate Box if a Member of a Group | ||||
| (a) | ¨ | ||||
| (b) | x | ||||
| 3 | SEC Use Only | ||||
| 4 | Citizenship or Place of Organization Bermuda | ||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
5 | Sole Voting Power 0 | |||
| 6 | Shared Voting Power 6,062,193 |
||||
| 7 | Sole Dispositive Power 0 |
||||
| 8 | Shared Dispositive Power 6,062,193 |
||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person 6,062,193 |
||||
| 10 | Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares ¨ | ||||
| 11 | Percent of Class Represented by Amount in Row 9 4.0% |
||||
| 12 | Type of Reporting Person CO |
||||
| CUSIP No. 489398107 | 13G |
| 1 |
Names of Reporting Persons Allied World Assurance Holdings (U.S.) Inc. | ||||
| 2 | Check the Appropriate Box if a Member of a Group | ||||
| (a) | ¨ | ||||
| (b) | x | ||||
| 3 | SEC Use Only | ||||
| 4 | Citizenship or Place of Organization Delaware | ||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
5 | Sole Voting Power 0 | |||
| 6 | Shared Voting Power 6,062,193 |
||||
| 7 | Sole Dispositive Power 0 |
||||
| 8 | Shared Dispositive Power 6,062,193 |
||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person 6,062,193 |
||||
| 10 | Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares ¨ | ||||
| 11 | Percent of Class Represented by Amount in Row 9 4.0% |
||||
| 12 | Type of Reporting Person CO |
||||
| CUSIP No. 489398107 | 13G |
| 1 |
Names of Reporting Persons Allied World Insurance Company | ||||
| 2 | Check the Appropriate Box if a Member of a Group | ||||
| (a) | ¨ | ||||
| (b) | x | ||||
| 3 | SEC Use Only | ||||
| 4 | Citizenship or Place of Organization New Hampshire | ||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
5 | Sole Voting Power 0 | |||
| 6 | Shared Voting Power 6,062,193 |
||||
| 7 | Sole Dispositive Power 0 |
||||
| 8 | Shared Dispositive Power 6,062,193 |
||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person 6,062,193 |
||||
| 10 | Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares ¨ | ||||
| 11 | Percent of Class Represented by Amount in Row 9 4.0% |
||||
| 12 | Type of Reporting Person CO |
||||
| CUSIP No. 489398107 | 13G |
| 1 |
Names of Reporting Persons AW Underwriters Inc. | ||||
| 2 | Check the Appropriate Box if a Member of a Group | ||||
| (a) | ¨ | ||||
| (b) | x | ||||
| 3 | SEC Use Only | ||||
| 4 | Citizenship or Place of Organization Delaware | ||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
5 | Sole Voting Power 0 | |||
| 6 | Shared Voting Power 1,264,040 |
||||
| 7 | Sole Dispositive Power 0 |
||||
| 8 | Shared Dispositive Power 1,264,040 |
||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person 1,264,040 |
||||
| 10 | Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares ¨ | ||||
| 11 | Percent of Class Represented by Amount in Row 9 0.8% |
||||
| 12 | Type of Reporting Person CO |
||||
| CUSIP No. 489398107 | 13G |
| 1 |
Names of Reporting Persons Allied World Specialty Insurance Company | ||||
| 2 | Check the Appropriate Box if a Member of a Group | ||||
| (a) | ¨ | ||||
| (b) | x | ||||
| 3 | SEC Use Only | ||||
| 4 | Citizenship or Place of Organization Delaware | ||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
5 | Sole Voting Power 0 | |||
| 6 | Shared Voting Power 1,264,040 | ||||
| 7 | Sole Dispositive Power 0 | ||||
| 8 | Shared Dispositive Power 1,264,040 | ||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person 1,264,040 | ||||
| 10 | Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares ¨ | ||||
| 11 | Percent of Class Represented by Amount in Row 9 0.8% | ||||
| 12 | Type of Reporting Person CO | ||||
| CUSIP No. 489398107 | 13G |
| 1 |
Names of Reporting Persons Allied World Surplus Lines Insurance Company | ||||
| 2 | Check the Appropriate Box if a Member of a Group | ||||
| (a) | ¨ | ||||
| (b) | x | ||||
| 3 | SEC Use Only | ||||
| 4 | Citizenship or Place of Organization Arkansas | ||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
5 | Sole Voting Power 0 | |||
| 6 | Shared Voting Power 664,940 | ||||
| 7 | Sole Dispositive Power 0 | ||||
| 8 | Shared Dispositive Power 664,940 | ||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person 664,940 | ||||
| 10 | Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares ¨ | ||||
| 11 | Percent of Class Represented by Amount in Row 9 0.4% | ||||
| 12 | Type of Reporting Person CO | ||||
| CUSIP No. 489398107 | 13G |
| 1 | Names of Reporting Persons Allied World Assurance Company (U.S.) Inc. | ||||
| Check the Appropriate Box if a Member of a Group | |||||
| 2 | (a) | ¨ | |||
| (b) | x | ||||
| 3 | SEC Use Only | ||||
| 4 | Citizenship or Place of Organization Delaware | ||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
5 | Sole Voting Power 0 | |||
| 6 |
Shared Voting Power 996,104 | ||||
| 7 | Sole Dispositive Power 0 | ||||
| 8 | Shared Dispositive Power 996,104 | ||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person 996,104 | ||||
| 10 | Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares ¨ | ||||
| 11 | Percent of Class Represented by Amount in Row 9 0.7% | ||||
| 12 | Type of Reporting Person CO | ||||
Item 1(a). Name of Issuer:
Kennedy-Wilson Holdings, Inc. (“Kennedy-Wilson”)
Item 1(b). Address of Issuer’s Principal Executive Offices:
151 S El Camino Drive, Beverly Hills, CA 90212
Item 2(a). Name of Person Filing:
This statement is being jointly filed by the following persons (collectively, the “Reporting Persons”):
| 1. | V. Prem Watsa, an individual; |
| 2. | The Second 810 Holdco Ltd. (“810 Holdco”), a corporation incorporated under the laws of Canada; |
| 3. | The Second 1109 Holdco Ltd. (“Holdco”), a corporation incorporated under the laws of Canada; |
| 4. | The Sixty Two Investment Company Limited (“Sixty Two”), a corporation incorporated under the laws of British Columbia; |
| 5. | 12002574 Canada Inc. (“12002574”), a corporation incorporated under the laws of Canada; |
| 6. | Fairfax Financial Holdings Limited (“Fairfax”), a corporation incorporated under the laws of Canada; |
| 7. | FFHL Group Ltd. (“FFHL”), a corporation incorporated under the laws of Canada; |
| 8. | Fairfax (US) Inc. (“Fairfax US”), a corporation incorporated under the laws of Delaware; |
| 9. | Brit Limited (“Brit”), a corporation incorporated under the laws of England and Wales; |
| 10. | Brit Insurance Holdings Limited (“Brit Insurance”), a corporation incorporated under the laws of England and Wales; |
| 11. | Brit Syndicates Limited (“Brit Syndicates”), a corporation incorporated under the laws of England and Wales; |
| 12. | Brit Reinsurance (Bermuda) Limited (“Brit Reinsurance”), a corporation incorporated under the laws of Bermuda; |
| 13. | Brit UW Limited (“Brit UW”), a corporation incorporated under the laws of England and Wales; |
| 14. | Odyssey US Holdings Inc. (“Odyssey”), a corporation incorporated under the laws of Delaware; |
| 15. | Odyssey Group Holdings, Inc. (“Odyssey Group”), a corporation incorporated under the laws of Delaware; |
| 16. | Odyssey Reinsurance Company (“Odyssey Reinsurance”), a corporation incorporated under the laws of Connecticut; |
| 17. | Hudson Insurance Company (“Hudson”), a corporation incorporated under the laws of Delaware; | |
| 18. |
Hilltop Specialty Insurance Company (“Hilltop”), a corporation incorporated under the laws of New York; |
| 19. | Hudson Excess Insurance Company (“Hudson Excess”), a corporation incorporated under the laws of Delaware; | |
| 20 | Newline Holdings UK Limited (“Newline UK”), a corporation incorporated under the laws of United Kingdom; | |
| 21. | Newline Corporate Name Limited (“Newline”), a corporation incorporated under the laws of United Kingdom; | |
| 22. | Newline Insurance Company Limited (“Newline Insurance”), a company incorporated under the laws of the United Kingdom; | |
| 23. | Crum & Forster Holdings Corp. (“Crum & Forster”), a corporation incorporated under the laws of Delaware; | |
| 24. | United States Fire Insurance Company (“United States Fire”), a corporation incorporated under the laws of Delaware; | |
| 25. | The North River Insurance Company (“North River”), a corporation incorporated under the laws of New Jersey; | |
| 26. | Zenith National Insurance Corp. (“ZNIC”), a corporation incorporated under the laws of Delaware; |
| 27. | Zenith Insurance Company (“Zenith”), a corporation incorporated under the laws of California; |
| 28. | Resolution Group Reinsurance (Barbados) Limited (“Resolution”), a corporation incorporated under the laws of Barbados; | |
| 29. | Northbridge Financial Corporation (“Northbridge Financial”), a corporation incorporated under the laws of Canada; | |
| 30. | Federated Insurance Company of Canada (“Federated”), a corporation incorporated under the laws of Canada; | |
| 31. | Northbridge General Insurance Corporation (“Northbridge”), a corporation incorporated under the laws of Canada; |
| 32. | 1102952 B.C. Unlimited Liability Company (“1102952”), a corporation incorporated under the laws of British Columbia; |
| 33. | Allied World Assurance Company Holdings, Ltd (“Allied Holdings Bermuda”), a corporation incorporated under the laws of Bermuda; |
| 34. | Allied World Assurance Company Holdings I, Ltd (“Allied Holdings I Ltd”), a corporation incorporated under the laws of Bermuda; |
| 35. | Allied World Assurance Company, Ltd (“Allied Assurance”), a corporation incorporated under the laws of Bermuda; |
| 36. | Allied World Assurance Holdings (Ireland) Ltd (“Allied Ireland”), a corporation incorporated under the laws of Bermuda; |
| 37. | Allied World Assurance Holdings (U.S.) Inc. (“Allied U.S.”), a corporation incorporated under the laws of Delaware; |
| 38. | Allied World Insurance Company (“Allied Insurance”), a corporation incorporated under the laws of New Hampshire; |
| 39. | AW Underwriters Inc. (“AW”), a corporation incorporated under the laws of Delaware; |
| 40. | Allied World Specialty Insurance Company (“Allied Specialty”), a corporation incorporated under the laws of Delaware; |
| 41. | Allied World Surplus Lines Insurance Company (“Allied Lines”), a corporation incorporated under the laws of Arkansas; and |
| 42. | Allied World Assurance Company (U.S.) Inc. (“Allied Assurance U.S.”), a corporation incorporated under the laws of Delaware. |
Item 2(b). Address of Principal Business Office:
The addresses of the Reporting Persons are as follows:
| 1. | Mr. Watsa’s business address is 95 Wellington Street West, Suite 800, Toronto, Ontario, Canada, M5J 2N7; |
| 2. | The principal business address and principal office address of 810 Holdco is 95 Wellington Street West, Suite 802, Toronto, Ontario, Canada, M5J 2N7; |
| 3. | The principal business address and principal office address of Holdco is 95 Wellington Street West, Suite 802, Toronto, Ontario, Canada, M5J 2N7; |
| 4. | The principal business address and principal office address of Sixty Two is 1600 Cathedral Place, 925 West Georgia St., Vancouver, British Columbia, Canada, V6C 3L2; |
| 5. | The principal business address and principal office address of 12002574 is 95 Wellington Street West, Suite 800, Toronto, Ontario, Canada, M5J 2N7; |
| 6. | The principal business address and principal office address of Fairfax Holdings is 95 Wellington Street West, Suite 800, Toronto, Ontario, Canada, M5J 2N7; |
| 7. | The principal business address and principal office address of FFHL is 95 Wellington Street West, Suite 800, Toronto, Ontario, Canada, M5J 2N7; |
| 8. | The principal business address and principal office address of Fairfax US is 2850 Lake Vista Drive, Suite 150, Lewisville, Texas, USA 75067; |
| 9. | The principal business address and principal office address of Brit is The Leadenhall Building, 122 Leadenhall Street, London, United Kingdom, EC3V 4AB; |
| 10. | The principal business address and principal office address of Brit Insurance is The Leadenhall Building, 122 Leadenhall Street, London, United Kingdom, EC3V 4AB; |
| 11. | The principal business address and principal office address of Brit Syndicates is The Leadenhall Building, 122 Leadenhall Street, London, United Kingdom, EC3V 4AB; |
| 12. | The principal business address and principal office address of Brit Reinsurance is Clarendon House, 2 Church Street, Hamilton, Bermuda, HM 11; |
| 13. | The principal business address and principal office address of Brit UW is The Leadenhall Building, 122 Leadenhall Street, London, United Kingdom, EC3V 4AB; |
| 14. | The principal business address and principal office address of Odyssey is 1209 Orange Street, Wilmington, Delaware, USA, 19801; |
| 15. | The principal business address and principal office address of Odyssey Group is 300 First Stamford Place, Stamford, Connecticut, USA, 06902; |
| 16. | The principal business address and principal office address of Odyssey Reinsurance is 300 First Stamford Place, Stamford, Connecticut, USA, 06902; |
| 17. | The principal business address and principal office address of Hudson is 1209 Orange Street, Wilmington, Delaware, USA, 19801; | |
| 18. | The principal business address and principal office address of Hilltop is 100 William Street, 5th Floor, New York, New York, USA, 10038; | |
| 19. | The principal business address and principal office address of Hudson Excess is 1209 Orange Street, Wilmington, Delaware, USA, 19801; | |
| 20. |
The principal business address and principal office address of Newline UK is Corn Exchange, 55 Mark Lane, London, United Kingdom, EC3R 7NE; | |
| 21. |
The principal business address and principal office address of Newline is Corn Exchange, 55 Mark Lane, London, United Kingdom, EC3R 7NE; | |
| 22. |
The principal business address and principal office address of Newline Insurance is Corn Exchange, 55 Mark Lane, London, United Kingdom, EC3R 7NE; | |
| 23. | The principal business address and principal office address of Crum & Forster is 1209 Orange Street, Wilmington, Delaware, USA 19801; | |
| 24. | The principal business address and principal office address of United States Fire is 1209 Orange Street, Wilmington, Delaware, USA 19801; | |
| 25. | The principal business address and principal office address of North River is 305 Madison Avenue, Morristown, New Jersey, USA 07962; | |
| 26. | The principal business address and principal office address of ZNIC is 21255 Califa Street, Woodland Hills, California, USA, 91367-5021; |
| 27. | The principal business address and principal office address of Zenith is 21255 Califa Street, Woodland Hills, California, USA, 91367-5021; |
| 28. | The principal business address and principal office address of Resolution is #12 Pine Commercial Centre, The Pine, St. Michael, Barbados, BB11103; |
| 29. | The principal business address and principal office address of Northbridge Financial is 105 Adelaide Street West, 7th Floor, Toronto, Ontario, Canada M5H 1P9; | |
| 30. | The principal business address and principal office address of Federated is 255 Commerce Dr., P.O. Box 5800, Winnipeg, Manitoba, Canada, R3C 3C9; | |
| 31. | The principal business address and principal office address of Northbridge is 105 Adelaide Street West, 7th Floor, Toronto, Ontario, Canada M5H 1P9; |
| 32. | The principal business address and principal office address of 1102952 is 1600 - 925 West Georgia Street, Vancouver, British Columbia, Canada, V6C 3L2; |
| 33. | The principal business address and principal office address of Allied Holdings Bermuda is 27 Richmond Road, Pembroke, Bermuda, HM 08; |
| 34. | The principal business address and principal office address of Allied Holdings I Ltd is 27 Richmond Road, Pembroke, Bermuda, HM 08; |
| 35. | The principal business address and principal office address of Allied Assurance is 27 Richmond Road, Pembroke, Bermuda, HM 08; |
| 36. | The principal business address and principal office address of Allied Ireland is 27 Richmond Road, Pembroke, Bermuda, HM 08; |
| 37. | The principal business address and principal office address of Allied U.S. is 1209 Orange Street, Wilmington, Delaware, USA, 19801; |
| 38. | The principal business address and principal office address of Allied Insurance is 10 Ferry Street, Suite 313, Concord, New Hampshire, USA, 03301; |
| 39. | The principal business address and principal office address of AW is 251 Little Falls Drive, Wilmington, Delaware, USA, 19808; |
| 40. | The principal business address and principal office address of Allied Specialty is 251 Little Falls Drive, Wilmington, Delaware, USA, 19808; |
| 41. | The principal business address and principal office address of Allied Lines is 425 West Capitol Avenue, Suite 1800, Little Rock, Arkansas, USA, 72201-3525; and |
| 42. | The principal business address and principal office address of Allied Assurance U.S. is 251 Little Falls Drive, Wilmington, Delaware, USA, 19808. |
Item 2(c). Citizenship:
V. Prem Watsa is a citizen of Canada.
Item 2(d). Title of Class of Securities:
Common Stock, par value $0.001 per share
Item 2(e). CUSIP Number:
489398107
Item 3. If this statement is filed pursuant to Rule 13d-1(b), or 13d-2(b) or (c), check whether the person filing is a:
| (a) | ¨ Broker or Dealer registered under Section 15 of the Act (15 U.S.C. 78o); |
| (b) | ¨ Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c); |
| (c) | ¨ Insurance Company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c); |
| (d) | ¨ An Investment Company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8); |
| (e) | ¨ An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E); |
| (f) | ¨ An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F); |
| (g) | ¨ A parent holding company or control person, in accordance with §240.13d-1(b)(1)(ii)(G); |
| (h) | ¨ A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813); |
| (i) | ¨ A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15U.S.C. 80a-3); |
| (j) | ¨ A non-US institution in accordance with §240.13d-1(b)(1)(ii)(J); |
| (k) | ¨ Group, in accordance with §240.13d-1(b)(1)(ii)(K). |
Item 4. Ownership.
The aggregate number and percentage of shares of common stock, par value $0.001 per share, of Kennedy-Wilson (“Shares”) that are beneficially owned by each of the Reporting Persons are set forth in rows 9 and 11 of the second part of the cover page to this Schedule 13G, and such information is incorporated herein by reference.
The number of Shares as to which each of the Reporting Persons has sole voting power, shared voting power, sole dispositive power and shared dispositive power is set forth in rows 5, 6, 7 and 8, respectively, on the second part of the cover page to this Schedule 13G, and such information is incorporated herein by reference.
The calculation of Fairfax beneficial ownership includes 458,682 Shares over which the firm exercises investment discretion, but which are subject to the Asset Value Loan Notes, or AVLNs, as described in Item 6 of the Form 13D/A filed with the SEC on August 23, 2021 for Kennedy-Wilson.
Neither the filing of this Schedule 13G nor the information contained herein shall be deemed to constitute an affirmation by V. Prem Watsa, 810 Holdco, Holdco, Sixty Two, 12002574, Fairfax, FFHL, Fairfax US, Brit, Brit Insurance, Brit Syndicates, Brit Reinsurance, Brit UW, Odyssey, Odyssey Group, Odyssey Reinsurance, Hudson, Hilltop, Hudson Excess, Newline UK, Newline, Newline Insurance, Crum & Forster, United States Fire, North River, ZNIC, Zenith, Resolution, Northbridge Financial, Federated, Northbridge, 1102952, Allied Holdings Bermuda, Allied Holdings I Ltd, Allied Assurance, Allied Ireland, Allied U.S., Allied Insurance, AW, Allied Specialty, Allied Lines or Allied Assurance U.S. that such person is the beneficial owner of the Shares referred to herein for purposes of Section 13(d) or 13(g) of the Securities Exchange Act of 1934, as amended, or for any other purpose, and such beneficial ownership is expressly disclaimed.
Item 5. Ownership of Five Percent or Less of a Class.
Not applicable.
Item 6. Ownership of More than Five Percent on Behalf of Another Person.
Not applicable.
Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company.
Not applicable.
Item 8. Identification and Classification of Members of the Group.
See attached Exhibit No. 1.
Item 9. Notice of Dissolution of Group.
Not applicable.
Item 10. Certification.
By signing below each Reporting Person certifies that, to the best of its knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under § 240.14a-11.
SIGNATURE
After reasonable inquiry and to the best of the undersigned’s knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
| Dated: March 8, 2022 | V. Prem Watsa | |
| By: | /s/ V. Prem Watsa | |
SIGNATURE
After reasonable inquiry and to the best of the undersigned’s knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
| Dated: March 8, 2022 | The Second 810 Holdco Ltd. |
| By: | /s/ V. Prem Watsa |
| Name: V. Prem Watsa |
| Title: President |
SIGNATURE
After reasonable inquiry and to the best of the undersigned’s knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
| Dated: March 8, 2022 | The Second 1109 Holdco Ltd. |
| By: | /s/ V. Prem Watsa |
| Name: V. Prem Watsa |
| Title: President |
SIGNATURE
After reasonable inquiry and to the best of the undersigned’s knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
| Dated: March 8, 2022 | The Sixty Two Investment Company Limited |
| By: | /s/ V. Prem Watsa |
| Name: V. Prem Watsa |
| Title: President |
SIGNATURE
After reasonable inquiry and to the best of the undersigned’s knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
| Dated: March 8, 2022 | 12002574 Canada Inc. |
| By: | /s/ V. Prem Watsa |
| Name: V. Prem Watsa |
| Title: President |
SIGNATURE
After reasonable inquiry and to the best of the undersigned’s knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
| Dated: March 8, 2022 | Fairfax Financial Holdings Limited |
| By: | /s/ Peter Clarke |
| Name: Peter Clarke |
| Title: President and Chief Operating Officer |
SIGNATURE
After reasonable inquiry and to the best of the undersigned’s knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
| Dated: March 8, 2022 | FFHL Group Ltd. |
| By: | /s/ V. Prem Watsa |
| Name: V. Prem Watsa |
| Title: President |
SIGNATURE
After reasonable inquiry and to the best of the undersigned’s knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
| Dated: March 8, 2022 | Fairfax (US) Inc. |
| By: | /s/ Peter Clarke |
| Name: Peter Clarke |
| Title: Attorney-in-Fact |
SIGNATURE
After reasonable inquiry and to the best of the undersigned’s knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
| Dated: March 8, 2022 | Brit Limited |
| By: | /s/ Mark Allan |
| Name: Mark Allan |
| Title: Director |
SIGNATURE
After reasonable inquiry and to the best of the undersigned’s knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
| Dated: March 8, 2022 | Brit Insurance Holdings Limited |
| By: | /s/ Mark Allan |
| Name: Mark Allan |
| Title: Director |
SIGNATURE
After reasonable inquiry and to the best of the undersigned’s knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
| Dated: March 8, 2022 | Brit Syndicates Limited | ||
| By: | /s/ Mark Allan | ||
| Name: | Mark Allan | ||
| Title: | Director | ||
SIGNATURE
After reasonable inquiry and to the best of the undersigned’s knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
| Dated: March 8, 2022 | Brit Reinsurance (Bermuda) Limited | ||
| By: | /s/ Karl Grieves | ||
| Name: | Karl Grieves | ||
| Title: | Director | ||
SIGNATURE
After reasonable inquiry and to the best of the undersigned’s knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
| Dated: March 8, 2022 | Brit UW Limited | ||
| By: | /s/ Mark Allan | ||
| Name: | Mark Allan | ||
| Title: | Director | ||
SIGNATURE
After reasonable inquiry and to the best of the undersigned’s knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
| Dated: March 8, 2022 | Odyssey US Holdings Inc. | ||
| By: | /s/ Peter Clarke | ||
| Name: | Peter Clarke | ||
| Title: | Attorney-in-Fact | ||
SIGNATURE
After reasonable inquiry and to the best of the undersigned’s knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
| Dated: March 8, 2022 | Odyssey Group Holdings, Inc. | ||
| By: | /s/ Peter Clarke | ||
| Name: | Peter Clarke | ||
| Title: | Attorney-in-Fact | ||
SIGNATURE
After reasonable inquiry and to the best of the undersigned’s knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
| Dated: March 8, 2022 | Odyssey Reinsurance Company | ||
| By: | /s/ Peter Clarke | ||
| Name: | Peter Clarke | ||
| Title: | Attorney-in-Fact | ||
SIGNATURE
After reasonable inquiry and to the best of the undersigned’s knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
| Dated: March 8, 2022 | Hudson Insurance Company | ||
| By: | /s/ Peter Clarke | ||
| Name: | Peter Clarke | ||
| Title: | Attorney-in-Fact | ||
SIGNATURE
After reasonable inquiry and to the best of the undersigned’s knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
| Dated: March 8, 2022 | Hilltop Specialty Insurance Company | ||
| By: | /s/ Peter Clarke | ||
| Name: | Peter Clarke | ||
| Title: | Attorney-in-Fact | ||
SIGNATURE
After reasonable inquiry and to the best of the undersigned’s knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
| Dated: March 8, 2022 | Hudson Excess Insurance Company | ||
| By: | /s/ Peter Clarke | ||
| Name: | Peter Clarke | ||
| Title: | Attorney-in-Fact | ||
SIGNATURE
After reasonable inquiry and to the best of the undersigned’s knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
| Dated: March 8, 2022 | Newline Holdings UK Limited | ||
| By: | /s/ Peter Clarke | ||
| Name: | Peter Clarke | ||
| Title: | Attorney-in-Fact | ||
SIGNATURE
After reasonable inquiry and to the best of the undersigned’s knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
| Dated: March 8, 2022 | Newline Corporate Name Limited | ||
| By: | /s/ Peter Clarke | ||
| Name: | Peter Clarke | ||
| Title: | Attorney-in-Fact | ||
SIGNATURE
After reasonable inquiry and to the best of the undersigned’s knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
| Dated: March 8, 2022 | Newline Insurance Company Limited | ||
| By: | /s/ Robert B. Kastner | ||
| Name: | Robert B. Kastner | ||
| Title: | Director | ||
SIGNATURE
After reasonable inquiry and to the best of the undersigned’s knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
| Dated: March 8, 2022 | Crum & Forster Holdings Corp. | ||
| By: | /s/ Peter Clarke | ||
| Name: | Peter Clarke | ||
| Title: | Attorney-in-Fact | ||
SIGNATURE
After reasonable inquiry and to the best of the undersigned’s knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
| Dated: March 8, 2022 | United States Fire Insurance Company | ||
| By: | /s/ Peter Clarke | ||
| Name: | Peter Clarke | ||
| Title: | Attorney-in-Fact | ||
SIGNATURE
After reasonable inquiry and to the best of the undersigned’s knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
| Dated: March 8, 2022 | The North River Insurance Company | ||
| By: | /s/ Peter Clarke | ||
| Name: | Peter Clarke | ||
| Title: | Attorney-in-Fact | ||
SIGNATURE
After reasonable inquiry and to the best of the undersigned’s knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
| Dated: March 8, 2022 | Zenith National Insurance Corp. | ||
| By: | /s/ Peter Clarke | ||
| Name: | Peter Clarke | ||
| Title: | Attorney-in-Fact | ||
SIGNATURE
After reasonable inquiry and to the best of the undersigned’s knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
| Dated: March 8, 2022 | Zenith Insurance Company | ||
| By: | /s/ Peter Clarke | ||
| Name: | Peter Clarke | ||
| Title: | Attorney-in-Fact | ||
SIGNATURE
After reasonable inquiry and to the best of the undersigned’s knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
| Dated: March 8, 2022 | Resolution Group Reinsurance (Barbados) Limited | ||
| By: | /s/ Peter Clarke | ||
| Name: | Peter Clarke | ||
| Title: | Attorney-in-Fact | ||
SIGNATURE
After reasonable inquiry and to the best of the undersigned’s knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
| Dated: March 8, 2022 | Northbridge Financial Corporation | ||
| By: | /s/ Peter Clarke | ||
| Name: | Peter Clarke | ||
| Title: | Attorney-in-Fact | ||
SIGNATURE
After reasonable inquiry and to the best of the undersigned’s knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
| Dated: March 8, 2022 | Federated Insurance Company of Canada | ||
| By: | /s/ Peter Clarke | ||
| Name: | Peter Clarke | ||
| Title: | Attorney-in-Fact | ||
SIGNATURE
After reasonable inquiry and to the best of the undersigned’s knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
| Dated: March 8, 2022 | Northbridge General Insurance Corporation | ||
| By: | /s/ Peter Clarke | ||
| Name: | Peter Clarke | ||
| Title: | Attorney-in-Fact | ||
SIGNATURE
After reasonable inquiry and to the best of the undersigned’s knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
| Dated: March 8, 2022 | 1102952 B.C. Unlimited Liability Company | ||
| By: | /s/ Peter Clarke | ||
| Name: | Peter Clarke | ||
| Title: | Attorney-in-Fact | ||
SIGNATURE
After reasonable inquiry and to the best of the undersigned’s knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
| Dated: March 8, 2022 | Allied World Assurance Company Holdings, Ltd | ||
| By: | /s/ Peter Clarke | ||
| Name: | Peter Clarke | ||
| Title: | Attorney-in-Fact | ||
SIGNATURE
After reasonable inquiry and to the best of the undersigned’s knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
| Dated: March 8, 2022 | Allied World Assurance Company Holdings I, Ltd | ||
| By: | /s/ Peter Clarke | ||
| Name: | Peter Clarke | ||
| Title: | Attorney-in-Fact | ||
SIGNATURE
After reasonable inquiry and to the best of the undersigned’s knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
| Dated: March 8, 2022 | Allied World Assurance Company, Ltd | ||
| By: | /s/ Peter Clarke | ||
| Name: | Peter Clarke | ||
| Title: | Attorney-in-Fact | ||
SIGNATURE
After reasonable inquiry and to the best of the undersigned’s knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
| Dated: March 8, 2022 | Allied World Assurance Holdings (Ireland) Ltd | ||
| By: | /s/ Peter Clarke | ||
| Name: | Peter Clarke | ||
| Title: | Attorney-in-Fact | ||
SIGNATURE
After reasonable inquiry and to the best of the undersigned’s knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
| Dated: March 8, 2022 | Allied World Assurance Holdings (U.S.) Inc. | ||
| By: | /s/ Peter Clarke | ||
| Name: | Peter Clarke | ||
| Title: | Attorney-in-Fact | ||
SIGNATURE
After reasonable inquiry and to the best of the undersigned’s knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
| Dated: March 8, 2022 | Allied World Insurance Company | ||
| By: | /s/ Peter Clarke | ||
| Name: | Peter Clarke | ||
| Title: | Attorney-in-Fact | ||
SIGNATURE
After reasonable inquiry and to the best of the undersigned’s knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
| Dated: March 8, 2022 | AW Underwriters Inc. | ||
| By: | /s/ Peter Clarke | ||
| Name: | Peter Clarke | ||
| Title: | Attorney-in-Fact | ||
SIGNATURE
After reasonable inquiry and to the best of the undersigned’s knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
| Dated: March 8, 2022 | Allied World Specialty Insurance Company | ||
| By: | /s/ Peter Clarke | ||
| Name: | Peter Clarke | ||
| Title: | Attorney-in-Fact | ||
SIGNATURE
After reasonable inquiry and to the best of the undersigned’s knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
| Dated: March 8, 2022 | Allied World Surplus Lines Insurance Company | ||
| By: | /s/ Peter Clarke | ||
| Name: | Peter Clarke | ||
| Title: | Attorney-in-Fact | ||
SIGNATURE
After reasonable inquiry and to the best of the undersigned’s knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
| Dated: March 8, 2022 | Allied World Assurance Company (U.S.) Inc. | ||
| By: | /s/ Peter Clarke | ||
| Name: | Peter Clarke | ||
| Title: | Attorney-in-Fact | ||
Exhibit Index