Anheuser-Busch asks to align numerous notes with new issues for merger

By Susanna Moon

Chicago, May 6 – Anheuser-Busch InBev SA/NV said it is soliciting consents to amend a number of note series in connection with its proposed merger with SABMiller plc.

Bondholder meetings have been set for June 1 in Brussels.

The company has issued several series of notes to help fund the merger and is taking care to treat all of its noteholders on a consistent basis and, to this end, is seeking to align the conditions with the terms under its €40 billion euro medium-term notes program to allow for the merger and to enter into amended terms for each note series to effect this alignment, according to a company announcement.

The participation fee will be 0.15% for voting instructions or meeting notifications received by 11 a.m. ET on May 24, the early instruction date.

Noteholders may continue to submit block voting instructions or meeting notifications after the early instruction deadline but they will not receive a participation fee.

The solicitation will end at 11 a.m. ET on May 27.

Covered by the solicitation are 17 series of notes with denominations as follows:

• Series 2 €600 million 8.625% notes due Jan. 30, 2017 with a denomination of €50,000 and integral multiples of €1,000 after that;

• Series 3 £550 million 9.75% notes due July 30, 2024 with a denomination of £75,000 and integral multiples of £1,000 after that;

• Series 8 £750 million 6.5% notes due June 23, 2017 with a denomination of £1,000;

• Series 9 €750 million 4% notes due April 26, 2018 with a denomination of €1,000;

• Series 10 €750 million 4% notes due June 2, 2021 with a denomination of €1,000;

• Series 11 €750 million 1.25% notes due March 24, 2017 with a denomination of €1,000;

• Series 12 €750 million 2% notes due Dec. 16, 2019 with a denomination of €1,000;

• Series 13 €750 million 2.875% notes due Sept. 25, 2024 with a denomination of €1,000;

• Series 14 €500 million 3.25% notes due Jan. 24, 2033 with a denomination of €100,000 and integral multiples of £1,000 after that;

• Series 15 €750 million 2.25% notes due Sept. 24, 2020 with a denomination of €100,000 and integral multiples of €1,000 after that;

• Series 16 £500 million 4% notes due Sept. 24, 2025 with a denomination of £100,000 and integral multiples of £1,000 after that;

• Series 17 €850 million floating-rate notes due March 2018 with a denomination of €100,000 and integral multiples of €1,000 after that;

• Series 18 €650 million 1.95% notes due Sept. 30, 2021 with a denomination of €100,000 and integral multiples of €1,000 after that;

• Series 19 €1 billion 2.7% notes due March 31, 2026 with a denomination of €100,000 and integral multiples of €1,000 after that;

• Series 20 €750 million floating-rate notes due October 2018 with a denomination of €1,000;

• Series 21 €1 billion 0.8% notes due April 20, 2023 with a denomination of €1,000; and

• Series 22 €1.25 billion 1.5% notes due April 18, 2030 with a denomination of €1,000.

The solicitation agents are BNP Paribas (+44 20 7595 8668 or liability.management@bnpparibas.com), Deutsche Bank AG, London Branch (+44 20 7545 8011 or liability.management@db.com), ING Bank NV, Belgian Branch (+31 20 563 2132 or liabilitymanagement@ing.be).

The tabulation agent is Lucid Issuer Services Ltd. (+44 20 7704 0880, fax +44 20 3004 1590, Thomas Choquet / Yves Theis, or ab-inbev@lucid-is.com).

The planned merger does not require approval of the bond amendments, the company noted.

Anheuser-Busch is a brewery based in Leuven, Belgium.

© 2015 Prospect News.
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