Kraft Heinz gives pricing, acceptance amounts in $2 billion capped tender

By Wendy Van Sickle

Columbus, Ohio, Dec. 3 – Kraft Heinz Co. announced pricing and acceptance amounts in the tender offer for notes issued by Kraft Heinz Foods Co. for up to $2 billion aggregate purchase price, excluding interest, from 12 series, according to a press release on Friday.

The company received and will accept the following amounts of tenders, with the total considerations based on $1,000-par notes, listed in acceptance priority order:

• $250,451,000 tendered and accepted of the $631,263,000 outstanding 3.5% senior notes due June 2022 (Cusips: 50076QAZ9, 50076QAF3, U5009CAC4) with pricing based on the 0.375% U.S. Treasury note due Oct. 31, 2023 minus 35 basis points for a total consideration of $1,016.14;

• $355,955,000 tendered and accepted of the $725,402,000 outstanding of 4.625% senior notes due January 2029 (Cusip: 50077LAT3) with pricing based on the 1.375% U.S. Treasury note due Nov. 15, 2031 plus 65 bps for a total consideration $1,161.34;

• $966,046,000 tendered and accepted of the $1.35 billion outstanding of 4.25% senior notes due March 2031 (Cusip: 50077LBF2) with pricing based on the 1.375% U.S. Treasury note due Nov. 15, 2031 plus 90 bps for a total consideration $1,153.01;

• $66,419,000 tendered and accepted of the $370.95 million outstanding of 6.75% senior notes due March 2032 (Cusip: 42307TAG3) with pricing based on the 1.375% U.S. Treasury note due Nov. 15, 2031 plus 95 bps for a total consideration $1,393.87;

• $353,865,000 tendered and $98,742,000 accepted of the $784,458,000 outstanding of 5% senior notes due July 2035 (Cusip: 50077LAL0) with pricing based on the 1.375% U.S. Treasury note due Nov. 15, 2031 plus 110 bps for a total consideration $1,271.38;

• $227,415,000 tendered and none accepted of the $706,379,000 outstanding of 6.5% senior notes due February 2040 (Cusips: 50076QAN6, 50076QAM8, 50076QAL0, U5009CAE0);

• $512,117,000 tendered and none accepted of the $1,531,918,000 outstanding of 5% senior notes due June 2042 (Cusips: 50076QAE6, 50076QAC0, U5009CAB6);

• $1,004,023,000 tendered and none accepted of the $1,810,696,000 outstanding of 5.2% senior notes due July 2045 (Cusips: 50077LAM8, 423074AV5, U42314AC5);

• $168,645,000 tendered and none accepted of the $810,759,000 outstanding of 6.875% senior notes due January 2039 (Cusips: 50076QAR7, 50076QAP1, 50076QAQ9);

• $222,419,571 tendered and none accepted of the $859,264,532 of 7.125% senior notes due August 2039 (Cusip: 42307TAH1);

• $460,083,000 tendered and none accepted of the $800 million of 5.5% senior notes due June 2050 (Cusips: 50077LBJ4, 50077LBG0, U5009LBC3); and

• $891,728,000 tendered and none accepted of the $1.5 billion of 4.875% senior notes due October 2049 (Cusips: 50077LAZ9, 50077LAY2, U5009LAZ3).

In each case, the total consideration includes an early tender premium of $30 per $1,000 principal amount that will be paid to holders who tendered by the early deadline, 5 p.m. ET on Dec. 2.

Holders will also receive accrued interest to the settlement date.

The considerations were set at 10 a.m. ET on Dec. 3.

The early deadline was also the withdrawal deadline.

The company has elected to have an early settlement date on Dec. 6.

The offers will expire at 11:59 p.m. ET on Dec. 16.

Any final settlement would be Dec. 20.

Kraft Heinz has engaged Citigroup Global Markets Inc. (800 558-3745, 212 723-6106), Morgan Stanley & Co. LLC (800 624-1808 or 761 834-1057) and RBC Capital Markets, LLC (877 381-2099 or 212 618-7843) to act as lead dealer managers.

Barclays, Credit Agricole Securities (USA) Inc., Credit Suisse Securities (USA) LLC, Deutsche Bank Securities Inc., HSBC Securities (USA) Inc., Mizuho Securities USA LLC, Santander Investment Securities Inc., SMBC Nikko Securities America, Inc. and Wells Fargo Securities, LLC are co-dealer managers.

Global Bondholder Services Corp. (866 470-3800, 212 430-3774, https://www.gbsc-usa.com/kraftheinzcompany) is the tender agent and information agent for the offers.

The food and beverage company has headquarters in Pittsburgh and Chicago.

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