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Simpson Thacher represented Kohlberg Kravis Roberts & Co. L.P. ("KKR") in connection with the formation, structuring and capitalization of KKR Private Equity Investors, L.P. (“KKR PEI”). KKR PEI's investment objectives are to invest in KKR's private equity funds, to make direct co-investments in portfolio companies of KKR's private equity funds and to pursue opportunistic investments identified by KKR. The transaction, which was structured as a $5 billion private offering of non-voting common units in the United States and other jurisdictions worldwide, was completed on May 10, 2006. Investor demand for the new investment structure exceeded expectations as the offering was upsized from an original target of $1.5 billion. The lead underwriters for the offering were Citigroup Global Markets Limited, Goldman Sachs International and Morgan Stanley & Co. International Limited. The common units began trading on the Euronext Amsterdam exchange on May 3, 2006 under the symbol “KPE.”

Historically, KKR’s private equity funds have been accessible only by a narrow group of investors due to minimum investment requirements and have offered limited liquidity. Through KKR PEI, a broader group, particularly of non-U.S. investors, will have the opportunity to invest indirectly in KKR’s private equity funds and related transactions in the form of a publicly listed security.

The Simpson Thacher team for this transaction included David Sorkin, Joe Kaufman, Glenn Sarno, Adam Smith and Lesley Robertson (Corporate); Steve Todrys, John Creed and Hallie Grainer (Tax); Alvin Brown and Jeanne Annarumma (Executive Compensation and Employee Benefits). Invaluable assistance was also provided by summer associate Brandon Messina and paralegals Anne Dana and Elise de la Selle.