Form 4: KKR Hawaii Aggregator L.P. Discloses Significant Equity Swap Position in Henry Schein Inc.

KKR Hawaii Aggregator L.P., a 10% owner of Henry Schein Inc., has disclosed entering into a total return swap covering 57,348 notional shares of Henry Schein Common Stock at a notional price of $71.07 per share.

Summary

• KKR Hawaii Aggregator L.P., along with several affiliated KKR entities, filed a Form 4 disclosing a new beneficial ownership position in Henry Schein Inc. (HSIC).
• The disclosure relates to a total return swap (the "Swap") entered into by KKR Hawaii Aggregator L.P. with a third-party financial counterparty.
• The Swap covers 57,348 notional shares of Henry Schein Common Stock.
• The notional price per share for the Swap was determined to be $71.07.
• The initial hedge period for the Swap was completed on June 16, 2025.
• Under the Swap, KKR Hawaii Aggregator L.P. has the right to acquire, and the counterparty has the obligation to deliver, 57,348 shares of Common Stock.
• The derivative security (Equity Swap) has a date exercisable of June 17, 2025, and an expiration date of July 16, 2027.
• Following the reported transaction, KKR Hawaii Aggregator L.P. beneficially owns 57,348 derivative securities indirectly.
• The filing details the complex chain of indirect beneficial ownership through various KKR entities, including KKR Hawaii Aggregator GP LLC, KKR North America Fund XIII SCSp, KKR Associates North America XIII SCSp, KKR North America XIII S.a r.l., KKR North America XIII Holdings Limited, KKR Group Partnership L.P., KKR Group Holdings Corp., KKR Group Co. Inc., and KKR & Co. Inc.
• All reporting persons disclaim beneficial ownership of the securities except to the extent of their pecuniary interest therein.

Sentiment

Score: 5

Explanation: The document is a factual disclosure of a transaction and does not inherently convey positive or negative sentiment regarding the issuer's performance, but rather KKR's investment strategy.

Positives

• The entry into a total return swap by a significant investor like KKR could be interpreted as a strategic investment, potentially signaling confidence in Henry Schein Inc.'s future performance.

Negatives

• NA

Risks

• The value of the total return swap is subject to market fluctuations of Henry Schein Inc. common stock, exposing KKR Hawaii Aggregator L.P. to potential losses if the stock price declines.
• The complex structure of the swap and the chain of beneficial ownership could introduce operational or legal complexities.

Future Outlook

The total return swap has an expiration date of July 16, 2027, indicating the period over which KKR Hawaii Aggregator L.P. will maintain its exposure to Henry Schein Inc. common stock through this derivative instrument.

Industry Context

This filing reflects a specific investment decision by a major private equity firm, KKR, in a publicly traded healthcare products and services company, Henry Schein Inc. It does not provide broad industry trends but highlights KKR's continued interest in the healthcare sector.

Stakeholder Impact

• Shareholders: KKR's significant derivative position could be viewed as a vote of confidence from a major institutional investor, potentially influencing market perception and investor sentiment positively.
• Creditors: No direct impact on creditors is indicated by this filing.

Next Steps

• The total return swap is set to expire on July 16, 2027, at which point the swap will be settled, potentially involving the physical delivery of shares or a cash settlement.

Key Dates

Keywords

SEC Form 4, Beneficial Ownership, Total Return Swap, Equity Swap, KKR, Henry Schein Inc., HSIC, Derivative Securities, Investment, Financial Disclosure