Kennedy Wilson (NYSE:KW) said it has reached an agreement to be acquired for $10.90 per share in cash by a consortium led by its Chairman and CEO, William McMorrow, together with other senior company executives and Fairfax Financial Holdings (TSX:FFH). The deal, which values the company materially above its recent trading level, pushed the company’s stock higher after the transaction was announced.
On the last trading session before the consortium’s proposal was made public, Kennedy Wilson’s shares closed at $9.89. The $10.90 cash offer equals a 46% premium to the November 4, 2025 share price cited in the agreement. After the takeover terms were disclosed, Kennedy Wilson’s stock climbed roughly 9%.
The company’s board of directors approved the acquisition after receiving a unanimous recommendation from a special committee comprised of independent directors. Under the financing arrangements disclosed, Fairfax has committed to provide funding up to $1.65 billion to support completion of the transaction.
Assuming the deal moves forward as anticipated, closing is expected in the second quarter of 2026. Management will continue to run the company operationally following completion, with William McMorrow and the management group retaining operational control. Fairfax is expected to hold a majority economic interest once the transaction is closed.
The agreement includes several transitional provisions. Kennedy Wilson may continue to pay up to two quarterly dividends of $0.12 per share while the parties pursue shareholder approvals. Upon closing, the company’s shares will be removed from listing on the New York Stock Exchange.
The transaction remains conditional on customary shareholder and regulatory approvals. Those steps are required before the consortium can finalize the purchase and effect the planned delisting.
Context and implications
From a market perspective, the premium embedded in the cash offer drove immediate upside for existing shareholders who saw the stock price move to reflect the bid. Procedurally, the unanimous recommendation by an independent special committee and the board vote are notable governance milestones that cleared the way for the agreement to proceed to the next phase of shareholder and regulatory review.
Operational control following the close will remain with current management, while Fairfax’s anticipated majority economic stake signals a shift in ownership structure that would remove the company from public equity markets once the deal is completed and the shares are delisted from the NYSE.
What remains to watch
- Shareholder and regulatory approvals required to consummate the transaction.
- Finalization of Fairfax funding and any timing changes ahead of the expected second-quarter 2026 close.
- Temporary dividend payments of up to $0.12 per quarter that may continue until shareholder approvals are obtained.