Kraft Heinz Commences Cash Tender Offer for Up To $1 Billion Aggregate Purchase Price of Certain of its Outstanding Notes
Consummation of the Tender Offer and payment for the tendered Notes is subject to the satisfaction or waiver of certain conditions described in the Offer to Purchase, including the completion by the Issuer of a private offering of the Issuer’s debt securities that commenced concurrently with the Tender Offer, with net proceeds in an amount equal to at least
The Tender Offer will expire at
Certain information regarding the Notes and the Tender Offer is set forth in the table below.
CUSIP No. / ISIN |
Title of
|
Aggregate Principal
|
Acceptance
|
Reference
|
Bloomberg
|
Fixed
|
Early
|
|
|
|
|
|
|
|
|
50076QAZ9 / US50076QAZ90 (144A): 50076QAF3 / US50076QAF37 (Reg S): U5009CAC4 / USU5009CAC48
|
3.500% Senior Notes due June 2022 |
$2,000,000,000 |
1 |
1.500% U.S. Treasury due 8/15/22 |
FIT1 |
+90 |
$30.00 |
50077LAJ5 / US50077LAJ52 (144A): 423074BA0 / US423074BA02 (Reg S): U42314AF8 / USU42314AF82
|
3.500% Senior Notes due July 2022 |
$1,000,000,000 |
2 |
1.500% U.S. Treasury due 8/15/22 |
FIT1 |
+90 |
$30.00 |
50077L AS5 / US50077LAS51 |
4.000% Senior Notes due 2023
|
$1,600,000,000 |
3 |
1.250% U.S. Treasury due 8/31/24 |
FIT1 |
+115 |
$30.00 |
|
|
|
|
|
|
|
|
(144A): 423074AS2 / US423074AS29 (Reg S): U42314AA9 / USU42314AA95 |
4.875% Second Lien Senior Secured Notes due 2025 |
$1,200,000,000 |
4 |
1.375% U.S. Treasury due 2/15/20 |
FIT3 |
+75 |
$30.00 |
(1) Fixed Spread includes the Early Tender Premium.
(2) Per
Holders who validly tender and do not validly withdraw their Notes at or prior to
For Notes tendered at or prior to the Early Tender Time, not subsequently validly withdrawn and accepted for purchase, the Issuer has the option for settlement to occur on the Early Settlement Date (as defined in the Offer to Purchase), which is expected to be
In addition, all Notes accepted for purchase will be entitled to receipt of accrued and unpaid interest in respect of such Notes from the last interest payment date to, but excluding, the applicable settlement date.
Subject to the Maximum Tender Amount, the application of the Acceptance Priority Levels and the other terms and conditions described in the Offer to Purchase, the Issuer intends to accept for purchase all Notes validly tendered and not validly withdrawn at or prior to the Early Tender Time. However, if the Tender Offer is fully subscribed as of the Early Tender Time, Holders who validly tender their Notes after the Early Tender Time will not have any of their Notes accepted for purchase. Notes validly tendered at or prior to the Early Tender Time will be accepted for purchase in priority to the other Notes tendered after the Early Tender Time even if such Notes tendered after the Early Tender Time have a higher Acceptance Priority Level than the Notes tendered at or prior to the Early Tender Time. As a result, each Holder who validly tenders Notes pursuant to the Tender Offer may have a portion of its Notes returned to it, and the amount of Notes returned will depend on the level of participation of Holders in the Tender Offer. The Tender Offer may be subject to proration if the aggregate principal amount of Notes that is validly tendered is greater than the Maximum Tender Amount.
Neither the Issuer,
This press release is for informational purposes only and is not an offer to purchase, a solicitation of an offer to purchase or a solicitation of consents with respect to any securities. This press release does not describe all the material terms of the Tender Offer, and no decision should be made by any Holder on the basis of this press release. The terms and conditions of the Tender Offer are described in the Offer to Purchase, and this press release must be read in conjunction with the Offer to Purchase. The Offer to Purchase contains important information which should be read carefully before any decision is made with respect to the Tender Offer. If any Holder is in any doubt as to the contents of this press release, or the Offer to Purchase, or the action it should take, it is recommended to seek its own financial and legal advice, including in respect of any tax consequences, immediately from its stockbroker, bank manager, solicitor, accountant or other independent financial, tax or legal adviser. Any individual or company whose Notes are held on its behalf by a broker, dealer, bank, custodian, trust company or other nominee must contact such entity if it wishes to tender such Notes pursuant to the Tender Offer.
ABOUT THE
For 150 years, we have produced some of the world’s most beloved products at The
FORWARD-LOOKING STATEMENTS
This press release contains a number of forward-looking statements. Words such as “anticipate,” “reflect,” “invest,” “see,” “make,” “expect,” “give,” “deliver,” “drive,” “believe,” “improve,” “assess,” “reassess,” “remain,” “evaluate,” “grow,” “will,” “plan,” “intend” and variations of such words and similar future or conditional expressions are intended to identify forward-looking statements. Examples of forward-looking statements include, but are not limited to, statements regarding Kraft Heinz’s plans and expected timing and benefits of the transaction, and the Late Tender Offer Consideration or Total Tender Offer Consideration, as applicable, to be paid to holders of the Notes who tender their Notes at or prior to the Early Tender Time or the Expiration Time. These forward-looking statements are not guarantees of future performance and are subject to a number of risks and uncertainties, many of which are difficult to predict and beyond Kraft Heinz’s control.
Important factors that may affect Kraft Heinz’s business and operations and that may cause actual results to differ materially from those in the forward-looking statements include, but are not limited to, the completion of the Tender Offer; operating in a highly competitive industry; Kraft Heinz’s ability to correctly predict, identify, and interpret changes in consumer preferences and demand, to offer new products to meet those changes, and to respond to competitive innovation; changes in the retail landscape or the loss of key retail customers; changes in Kraft Heinz’s relationships with significant customers, suppliers and other business relationships; Kraft Heinz’s ability to maintain, extend, and expand Kraft Heinz’s reputation and brand image; Kraft Heinz’s ability to leverage Kraft Heinz’s brand value to compete against private label products; Kraft Heinz’s ability to drive revenue growth in its key product categories, increase Kraft Heinz’s market share, or add products that are in faster-growing and more profitable categories; product recalls or product liability claims; unanticipated business disruptions; Kraft Heinz’s ability to identify, complete, or realize the benefits from strategic acquisitions, alliances, divestitures, joint ventures, or other investments; Kraft Heinz’s ability to realize the anticipated benefits from prior or future streamlining actions to reduce fixed costs, simplify or improve processes, and improve Kraft Heinz’s competitiveness; Kraft Heinz’s ability to successfully execute Kraft Heinz’s strategic initiatives; the impacts of Kraft Heinz’s international operations; economic and political conditions in
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Source: The
Michael Mullen (media)
Head of Corporate Affairs
The Kraft Heinz Company
Michael.Mullen@kraftheinz.com
Christopher Jakubik, CFA (investors)
Head of Global Investor Relations
The Kraft Heinz Company
ir@kraftheinz.com