Item 8.01 Other Events.
On June 15, 2021, Restaurant Brands International Inc., a corporation organized
under the laws of Canada (the "Company") announced that its wholly owned
subsidiaries, 1011778 B.C. Unlimited Liability Company, an unlimited liability
company organized under the laws of British Columbia (the "Issuer"), and New Red
Finance, Inc., a Delaware corporation (the "Co-Issuer" and, together with the
Issuer, the "Issuers"), have launched an offering of $800 million in aggregate
principal amount of 3.875% First Lien Senior Secured Notes due 2028 (the
"Notes"). The Notes are being offered as additional notes under the Indenture,
dated as of September 24, 2019, pursuant to which the Issuers previously issued
$750 million in aggregate principal amount of 3.875% First Lien Senior Secured
Notes due 2028. The Issuers expect to use the net proceeds from the offering of
the Notes to redeem all of the Issuers' outstanding aggregate principal amount
of 4.250% First Lien Senior Secured Notes due 2024 (the "2024 Notes"), plus any
accrued and unpaid interest thereon and pay related premium, fees and expenses.
The Issuers expect to redeem $775 million in aggregate principal amount of 2024
Notes. This Current Report does not constitute a notice of redemption with
respect to the 2024 Notes.
The Notes will be first lien senior secured obligations of the Issuers
guaranteed on a senior secured basis by each of the subsidiaries that guarantee
the Issuers' obligations under the Issuers' existing senior secured credit
The Notes will be marketed (i) to persons reasonably believed to be qualified
institutional buyers pursuant to Rule 144A under the Securities Act, and (ii)
outside the U.S. pursuant to Regulation S under the Securities Act. The Notes
and the related guarantees have not been and will not be registered under the
Securities Act and may not be offered or sold in the U.S. absent registration or
an applicable exemption from the registration requirements under the Securities
Act and applicable state securities laws
The press release relating to the offering of the Notes is attached hereto as
Exhibit 99 and is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
Exhibit No. Description
99 Press release issued by the Company on June 15, 2021.
104 Cover Page Interactive Data File (the cover page tags are embedded within
the Inline XBRL document).
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