TORONTO, Nov. 14, 2019 /PRNewswire/ - Restaurant
Brands International Inc. ("RBI") (TSX/NYSE: QSR, TSX: QSP),
1011778 B.C. Unlimited Liability
Company (the "Issuer") and New Red Finance, Inc. (the "Co-Issuer"
and, together with the Issuer, the "Issuers") announced today that
the Issuers priced an offering of $750
million aggregate principal amount of 4.375% Second Lien
Senior Secured Notes due 2028 (the "2019 Senior Notes"). The
aggregate principal amount of the 2019 Senior Notes was decreased
from the previously announced $1,000
million aggregate principal amount as a result of the
reduction in the repayment of the Term Loan B Facility (defined
below) based on strong demand for the Term Loan B facility in
connection with the anticipated amendments to the Term Loan B
facility described below. The 2019 Senior Notes will have a
maturity date of January 15, 2028.
The close of the 2019 Senior Notes is expected to be completed on
or about November 19, 2019 (the
"Closing Date").
The 2019 Senior Notes were priced at 100% of their face value.
The 2019 Senior Notes will be second 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 existing senior secured credit facilities.
On or about the Closing Date, the Issuers also intend to enter
into Amendment No. 4 to the existing credit agreement (the "2019
Amendment"), providing for, among other things, a maturity
extension of the existing term loan B facility (the "Term Loan B
Facility") and the reduction of the interest rate margins and the
interest rate floors applicable to the Term Loan B Facility.
RBI expects to use the net proceeds from the offering of the
2019 Senior Notes, together with cash on hand, to repay
approximately $750 million of
outstanding loans under the Term Loan B Facility and to pay related
fees and expenses.
The 2019 Senior Notes and the related guarantees have not been
and will not be registered under the Securities Act of 1933, as
amended (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.
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy any securities, nor shall there be
any sale of securities in any jurisdiction in which such offer,
solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of any such
jurisdiction.
About Restaurant Brands International
Restaurant Brands International Inc. is one of the world's
largest quick service restaurant companies with more than
$33 billion in system-wide sales and
over 26,000 restaurants in more than 100 countries and U.S.
territories. RBI owns three of the world's most prominent and
iconic quick service restaurant brands – TIM HORTONS®, BURGER
KING®, and POPEYES®. These independently
operated brands have been serving their respective guests,
franchisees and communities for over 45 years.
Forward-Looking Statements
This press release includes forward-looking statements, which
are often identified by the words "may," "might," "believes,"
"thinks," "anticipates," "plans," "expects," "intends" or similar
expressions and reflect management's expectations regarding future
events and operating performance and speak only as of the date
hereof. These forward-looking statements include statements about
RBI's and the Issuers' expectations and beliefs regarding their
ability to complete the issuance of the 2019 Senior Notes, enter
into the 2019 Amendment and repay certain outstanding indebtedness.
The factors that could cause actual results to differ materially
from RBI's expectations are detailed in filings of RBI with the
U.S. Securities and Exchange Commission and on SEDAR in
Canada, such as its annual and
quarterly reports and current reports on Form 8-K, and include the
following: risks related to RBI's substantial indebtedness, which
could adversely affect its financial condition and prevent it from
fulfilling its obligations. RBI undertakes no obligation to update
forward-looking statements to reflect events or circumstances after
the date hereof.
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SOURCE Restaurant Brands International Inc.