Press Release
Brussels / 14 September 2020 / 6:30 p.m. CET
Anheuser-Busch InBev Announces Pricing of Cash Tender Offers for Any and All of Three Series of USD Notes and Three Series of EUR Notes
14 September 2020 - Anheuser-Busch InBev SA/NV ("AB InBev") (Euronext: ABI) (NYSE: BUD)
(MEXBOL: ANB) (JSE: ANH) today announced the pricing of offers to purchase for cash any and all outstanding notes of (i) two series of USD notes issued by its wholly-owned subsidiary Anheuser-Busch InBev Worldwide Inc. ("ABIWW" or a "Company") and one series of USD notes issued by its wholly-owned subsidiary Anheuser-Busch InBev Finance Inc. ("ABIFI" or a "Company", and together with AB InBev, the "Companies") listed in the table set forth under "USD Tender Offers" below (collectively, the "USD Notes") and (ii) three series of EUR Notes issued by AB InBev listed in the table set forth under "EUR Tender Offers" below (collectively, the "EUR Notes", and together with the USD Notes, the "Notes"), which are validly tendered (and not validly withdrawn) and accepted (the "Tender Offers").
The Tender Offers have been made upon the terms and subject to the conditions set forth in the offer to purchase dated 8 September 2020 (the "Offer to Purchase"). Terms not defined in this announcement have the meanings given to them in the Offer to Purchase. All holders of the Notes ("Holders") were authorized to participate in the Tender Offers.
USD Tender Offers
The table below sets forth the Tender Consideration for each series of the USD Notes, as described in the Offer to Purchase.
CUSIP/ISIN | Principal | Bloomberg | Fixed | Tender | ||||
Title of Notes | Amount | Issuer | Reference | Spread | Reference | |||
Reference | Consideration | |||||||
Outstanding | Security | (basis | Yield | |||||
Page | (a)(b) | |||||||
points) | ||||||||
Floating Rate | 035240 AK6/ | |||||||
Notes due | $229,093,000 | ABIWW | N/A | N/A | N/A | N/A | $1,015.00 | |
US035240AK69 | ||||||||
2024 | ||||||||
3.500% Notes | 035240 AJ9/ | $654,420,000 | ABIWW | 0.25% | PX1 | 20 | 0.255% | $1,097.71 |
due | ||||||||
due 2024(c) | US035240AJ96 | |||||||
8/31/2025 | ||||||||
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Press Release
Brussels / 14 September 2020 / 6:30 p.m. CET
3.700% Notes | 03524B AE6/ | $865,173,000 | ABIFI | 0.25% | PX1 | 20 | 0.255% | $1,108.47 |
due | ||||||||
due 2024 | US03524BAE65 | |||||||
8/31/2025 | ||||||||
- Per $1,000 principal amount of USD Notes validly tendered at or prior to the Expiration Date or the Guaranteed Delivery Date pursuant to the Guaranteed Delivery Procedures and not validly withdrawn and accepted for purchase (and subject to the applicable Minimum Authorized Denomination). Does not include Accrued Coupon Payment.
- Tender Consideration for the Floating Rate Notes due 2024 reflects the actual, fixed Tender Consideration of $1,015.00 per $1,000 principal amount.
-
The calculation of the applicable Tender Consideration for the 3.500% Notes due 2024 has been performed using the value of such Notes as determined at the Price Determination Time as if the principal amount of such
Notes had been due on December 12, 2023 (the "par call date").
EUR Tender Offers
The table below sets forth the Tender Consideration for each series of the EUR Notes, as described in the Offer to Purchase.
Title of | ISIN | Principal | Bloomberg | Fixed | Tender | |||
Amount | Issuer | Spread | Reference | |||||
Notes | Interpolated Rate | Reference | Consideration | |||||
Outstanding | (basis | Yield | ||||||
Page | (a)(b) | |||||||
points) | ||||||||
Floating | AB | |||||||
Rate Notes | BE6301509012 | €1,500,000,000 | N/A | N/A | N/A | N/A | €1,007.50 | |
InBev | ||||||||
due 2024 | ||||||||
2.875% | AB | September 2024 | ||||||
Notes due | BE6243179650 | €750,000,000 | Interpolated | ICAE1 | 20 | -0.447% | €1,126.35 | |
InBev | ||||||||
2024 | Swap Rate | |||||||
1.500% | AB | March 2025 | ||||||
Notes due | BE6285454482 | €2,500,000,000 | Interpolated | ICAE1 | 22 | -0.435% | €1,077.57 | |
InBev | ||||||||
2025 | Swap Rate | |||||||
- Per €1,000 principal amount of EUR Notes validly tendered at or prior to the Expiration Date or the Guaranteed Delivery Date pursuant to the Guaranteed Delivery Procedures and not validly withdrawn and accepted for purchase (and subject to the applicable Minimum Authorized Denomination). Does not include Accrued Coupon Payment.
- Tender Consideration for the Floating Rate Notes due 2024 reflects the actual, fixed Tender Consideration of €1,007.50 per €1,000 principal amount.
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Press Release
Brussels / 14 September 2020 / 6:30 p.m. CET
Upon the terms and subject to the conditions set forth in the Offer to Purchase, Holders who (i) validly tender and who do not validly withdraw their Notes at or prior to the Expiration Date or (ii) deliver a properly completed and duly executed Notice of Guaranteed Delivery and all other required documents at or prior to the Expiration Date and tender their Notes pursuant to the Tender Offers at or prior to 5:00 p.m., New York City time, on the second business day after the Expiration Date pursuant to the Guaranteed Delivery Procedures, and, subject in each case to the tender in the applicable Minimum Authorized Denominations, and whose Notes are accepted for purchase by the Companies, will receive the applicable Tender Consideration specified above.
In addition to the applicable Tender Consideration, Holders whose Notes are accepted for purchase will be paid the accrued and unpaid interest on such Notes from, and including, the immediately preceding interest payment date applicable to such Notes to, but excluding, the Settlement Date (the "Accrued Coupon Payment"). No further interest will be paid to the Holders who tender such Notes, including if a record date for an interest payment on such Notes has passed before the Settlement Date.
The Tender Offers will expire at 5:00 p.m., New York City time, on 14 September 2020, unless extended or earlier terminated as described in the Offer to Purchase (the "Expiration Date"). Notes tendered may be withdrawn at any time at or prior to 5:00 p.m. New York City time, on 14 September 2020, subject to any extension as described in the Offer to Purchase, but thereafter will be irrevocable, except in certain limited circumstances where additional withdrawal rights are required by law (as determined by the Companies). The Settlement Date will promptly follow the Expiration Date and is expected to be 17 September 2020.
The Dealer Managers for the Tender Offers are:
Barclays Capital Inc. & Barclays Bank PLC | BofA Securities | Deutsche Bank Securities |
745 Seventh Avenue | 620 S Tryon Street, 20th Floor | 60 Wall Street |
New York, NY 10019 | Charlotte, North Carolina 28255 | New York, New York 10005 |
USA | USA | USA |
Attn: Liability Management Group | Attn: Liability Management Group | Attn: Liability Management Group |
Collect: +1 (212) 528-7581 | Collect: +1 (704) 560-7937 | Collect: +1 (212) 250-2955 |
U.S. Toll-Free: +1 (800) 438-3242 | Email: debt_advisory@bofa.com | U.S. Toll-Free:+1 (866) 627-0391 |
U.K. Telephone: + 44 20 3134 8515 | In London: | U.K. Telephone: +44 20 7545 |
Email: us.lm@barclays.com | U.K. Telephone: +44 20 7996 5420 | 8011 |
Email: DG.LM-EMEA@bofa.com |
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Press Release | ||
Brussels / 14 September 2020 / 6:30 p.m. CET | ||
In respect of the Offer for the | In respect of the Offer for the | Santander Investment Securities |
USD Notes | EUR Notes | Inc. |
J.P. Morgan Securities LLC | J.P. Morgan Securities plc | 45 East 53rd Street |
383 Madison Avenue | 25 Bank Street | New York, New York 10022 |
USA | ||
New York, NY 10179 | London E14 5JP | |
Attn: Liability Management Group | ||
USA | United Kingdom | |
Collect: +1 (212) 940-1442 | ||
Attn: Liability Management Group | Attn: Liability Management Group | |
U.S. Toll-Free: +1 (855) 404-3636 | ||
Collect: +1 (212) 834-8553 | Collect: +44 20 7134 2468 | |
U.K. Telephone: +44 20 7756 6909 / | ||
U.S. Toll-Free: +1 (866) 834-4666 | Email: | |
+44 20 7756 6227 | ||
Liability_management_EMEA@jpm | ||
organ.com |
The tender agent and the information agent for the USD Tender Offers is:
Global Bondholder Services Corporation
65 Broadway - Suite 404
New York, New York 10006
Attention: Corporate Actions
Bank and Brokers Call Collect: +1 (212) 430-3774 All Others Please Call Toll-Free: +1 (866) 470-3900 Fax: +1 (212) 430-3775 or +1 (212) 430-3779E-mail:contact@gbsc-usa.com
The tender agent and the information agent for the EUR Tender Offers is:
Lucid Issuer Services Limited
Tankerton Works
12 Argyle Walk
London WC1H 8HA
United Kingdom
Attention: Thomas Choquet
Telephone: + 44 20 7704 0880
Fax: + 44 20 3004 1590
E-mail:ab-inbev@lucid-is.com
Non-U.S. Distribution Restrictions
Italy. None of the Tender Offers, Offer to Purchase or any other documents or materials relating to the Tender Offers have been or will be submitted to the clearance procedure of the Commissione Nazionale
per le Società e la Borsa ("CONSOB") pursuant to applicable Italian laws and regulations. The Tender Offers are being carried out in the Republic of Italy ("Italy") as exempted offers pursuant to article 101-bis,
paragraph 3-bis of the Legislative Decree No. 58 of February 24, 1998, as amended (the "Financial Services
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AB - Anheuser-Busch InBev NV published this content on 14 September 2020 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 14 September 2020 16:44:04 UTC