the questionWhat did KKR invest in AppLovin, what rights and fees did it receive, and how did its investment end?
1The investment
analysisIn August 2018 AppLovin sold 109,090,908 Series A convertible preferred shares to KKR Denali Holdings L.P. for $399,999,996. Herald Chen signed the Investors' Rights Agreement of August 15, 2018 for KKR Denali as president of its general partner, KKR Denali Holdings GP LLC; GoDaddy's profile of Chen states that he headed KKR's technology, media and telecom investing from 2007 to 2019 and led the firm's investment in AppLovin. Chen was affiliated with KKR at the time of the transaction and is a limited partner in KKR Denali. 1 2 3
documentedGoDaddy's director profile of Herald Chen states that he headed KKR's technology, media and telecom investing from April 2007 to October 2019 and led the firm's investment in AppLovin. 3
- qualification
- This is a biography published by another company on whose board Chen sits; AppLovin's own proxy dates his KKR role 2007 to 2019 without describing the investment.
analysisBefore the IPO KKR Denali owned 110,550,489 Class B shares, 73.6% of that class and 69.3% of the voting power. The prospectus lists the KKR entities that may share beneficial ownership, from KKR Denali Holdings GP LLC and its managing member KKR Americas Fund XII L.P. up to KKR & Co. Inc. 1
sources in this section
- AppLovin Corporation IPO prospectus (Form 424(b)(4)) U.S. Securities and Exchange Commission (EDGAR) · 15 Apr 2021
- AppLovin Corporation Investors' Rights Agreement of August 15, 2018 (Exhibit 4.2) U.S. Securities and Exchange Commission (EDGAR) · 15 Aug 2018
- Company statement source · src-013 identified by category only · Company statement
2Board seats, fees and loans
analysisKKR Denali was represented on the board throughout. Edward Oberwager and Cathy Sun were elected as designees of the Series A holders in November 2019; after the IPO a Director Nominations Agreement let KKR Denali nominate one director and approve one independent nominee, Margaret Georgiadis, until its holdings fell below the thresholds in 2024. 1 2 3
analysisKKR Capital Markets LLC was joint lead arranger and bookrunner of the 2018 Credit Agreement and received fees under it from 2020 to 2024; a KKR Denali affiliate lent part of the revolving loans of 2020 and 2021, and KKR Corporate Lending (CA) LLC provided $15.0 million of revolving commitments. KKR Capital Markets also earned about $5.9 million as an IPO underwriter and $5.0 million as independent financial adviser on the December 2021 secondary offering. 4 5 2 6
sources in this section
- AppLovin Corporation IPO prospectus (Form 424(b)(4)) U.S. Securities and Exchange Commission (EDGAR) · 15 Apr 2021
- AppLovin Corporation proxy statement for the 2023 annual meeting U.S. Securities and Exchange Commission (EDGAR) · 2023
- AppLovin Corporation proxy statement for the 2025 annual meeting U.S. Securities and Exchange Commission (EDGAR) · 2025
- AppLovin Corporation annual report on Form 10-K for 2025 U.S. Securities and Exchange Commission (EDGAR) · 2026
- AppLovin Corporation annual report on Form 10-K for 2022 U.S. Securities and Exchange Commission (EDGAR) · 2023
- AppLovin Corporation proxy statement for the 2022 annual meeting U.S. Securities and Exchange Commission (EDGAR) · 2022
3Exit
analysisAppLovin repurchased 15,952,381 Class A shares from KKR Denali in May 2023 for $335.0 million and 15,000,000 in August 2023 for $552.8 million. In a February 2024 secondary offering KKR Denali sold 19,866,397 shares, of which AppLovin bought 10,466,397 at the offering price, and by the end of 2024 it had sold all its shares and ceased to be a related party. Culper Research put KKR's sale of its remaining stake at $7.3 billion, a figure not checked against the filings. 1 2 3
sources in this section
- AppLovin Corporation annual report on Form 10-K for 2025 U.S. Securities and Exchange Commission (EDGAR) · 2026
- Schedule 13G amendment by Adam Foroughi (November 2024) U.S. Securities and Exchange Commission (EDGAR) · 13 Nov 2024
- Research source · src-081 identified by category only · Research
4The Justice Department's HSR suit
analysisOn January 14, 2025 the Justice Department's Antitrust Division sued KKR & Co. Inc. and related entities in the Southern District of New York, alleging at least sixteen incomplete or missing premerger filings under the Hart-Scott-Rodino Act. According to the complaint, KKR & Co. Inc. controls KKR & Co. GP LLC, the sole general partner of Kohlberg Kravis Roberts & Co. L.P. Count 15 alleges that KKR Americas Fund XII L.P. acquired additional AppLovin voting shares on April 19, 2021 for about $6.9 billion without filing first; count 16 alleges that it indirectly acquired Adjust through AppLovin's purchase without a prior filing. Both were corrected on December 3, 2021. 1
attributedIn a complaint filed on January 14, 2025 in the U.S. District Court for the Southern District of New York (United States v. KKR & Co. Inc., et al., No. 1:25-cv-343-LTS), the Justice Department's Antitrust Division alleged that KKR entities failed to make complete and accurate premerger filings under the Hart-Scott-Rodino Act at least sixteen times. Count 15 alleges that KKR Americas Fund XII L.P. acquired additional voting shares of AppLovin on April 19, 2021 for about $6.9 billion without filing first, and that a corrective filing was made only on December 3, 2021; the defendants in that count are KKR & Co. Inc., KKR & Co. GP LLC, Kohlberg Kravis Roberts & Co. L.P. and KKR Americas Fund XII L.P. 1
- qualification
- These are allegations in a government complaint; the defendants consented to a proposed judgment without any admission or adjudication of fact or law, and AppLovin is not a defendant.
- response
- According to the Justice Department, KKR told the FTC in December 2021 that the failures to file were inadvertent and arose from an unusual and unanticipated set of circumstances related to the timing of a complicated restructuring transaction, and made corrective filings for both transactions.
- outcome
- A proposed final judgment filed on August 26, 2026 requires KKR & Co. GP LLC to pay a $250 million civil penalty within 30 days of its entry; the Federal Register notice of September 4, 2026 opened a 60-day comment period, so the judgment had not been entered in the record.
attributedCount 16 of the Justice Department's complaint, against the same defendants, alleges that on April 22, 2021 KKR Americas Fund XII L.P. indirectly acquired Adjust, through AppLovin's purchase, for between $376 million and $919 million without a prior premerger filing, again corrected on December 3, 2021. 1
- qualification
- These are allegations in a government complaint; the defendants consented to a proposed judgment without any admission or adjudication of fact or law, and AppLovin is not a defendant.
- response
- According to the Justice Department, KKR told the FTC in December 2021 that the failures to file were inadvertent and arose from an unusual and unanticipated set of circumstances related to the timing of a complicated restructuring transaction, and made corrective filings for both transactions.
- outcome
- A proposed final judgment filed on August 26, 2026 requires KKR & Co. GP LLC to pay a $250 million civil penalty within 30 days of its entry; the Federal Register notice of September 4, 2026 opened a 60-day comment period, so the judgment had not been entered in the record.
analysisKKR told the FTC that the two failures were inadvertent and arose from the timing of a complicated restructuring. Under a proposed final judgment filed on August 26, 2026, KKR & Co. GP LLC is to pay a $250 million civil penalty; the defendants consented without any admission or adjudication, and AppLovin is not a defendant. 1
sources in this section
- United States v. KKR & Co. Inc., et al.: proposed final judgment and competitive impact statement Federal Register (U.S. Department of Justice notice) · 4 Sep 2026
timeline · 2018–2026
- KKR Denali buys Series A preferred stock for about $400 million
- Justice Department sues KKR entities over premerger filings, including AppLovin and Adjust
- Proposed final judgment: $250 million civil penalty against KKR & Co. GP LLC