By Mary-Katherine Stinson
Lexington, Ky., March 5 – Keurig Dr Pepper Inc. priced a tranche of floating-rate senior notes due 2027 and four tranches of fixed-rate senior notes due in 2027, 2029, 2031 and 2034 totaling $3 billion, according to an FWP filed with the Securities and Exchange Commission.
The notes will be guaranteed by certain of the issuer’s domestic subsidiaries and all of the issuer’s existing and future subsidiaries that guarantee any of its other debt.
The $350 million floating-rate senior notes due 2027 were priced at par with a coupon based on compounded SOFR plus 88 bps. The floaters are not callable.
The company priced $750 million of 5.1% senior notes due 2027 at 99.874 to yield 5.145%, or at Treasuries plus 75 bps.
A tranche of $750 million 5.05% senior notes due 2029 priced at 99.723 to yield 5.113%, or 90 bps above Treasuries.
The company sold $500 million of 5.2% senior notes due 2031 at 99.801 to yield 5.234%, or 100 bps over Treasuries.
Finally, a $650 million tranche of 5.3% senior notes due 2034 priced at 99.806 to yield 5.325%, or Treasuries plus 110 bps.
The fixed-rate notes feature a make-whole call option at Treasuries plus 15 bps in the case of the 2027, 2029 and 2031 notes and Treasuries plus 20 bps in the case of the 2034 notes until some months prior to maturity, and then they will be callable at par. The par call date is one month prior to the maturity date for the 2027 and 2029 notes, two months prior to the maturity date for the 2031 notes and three months prior to the maturity date for the 2034 notes.
The notes are also subject to a change-of-control put at 101.
BofA Securities, Inc., Goldman Sachs & Co. LLC, J.P. Morgan Securities LLC and Mizuho Securities USA LLC are the joint bookrunners.
BBVA Securities Inc., BNP Paribas Securities Corp., Credit Agricole Securities (USA) Inc., Intesa Sanpaolo IMI Securities Corp., Morgan Stanley & Co. LLC, Rabo Securities USA, Inc., RBC Capital Markets, LLC, SMBC Nikko Securities America, Inc., Truist Securities, Inc. and U.S. Bancorp Investments, Inc. are listed as passive bookrunners.
The company intends to use a portion of the proceeds from the offering to fund a repurchase of common stock and the remainder for general corporate purposes, including repayment of outstanding commercial paper borrowings and/or some of its outstanding senior notes. Under the stock buyback, the issuer will repurchase 35 million shares offered by a subsidiary of JAB Holding Co. Sarl. The repurchase is expected to be completed on March 8.
The beverage company is based in Burlington, Mass.
Issuer: | Keurig Dr Pepper Inc.
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Guarantor: | Certain of the issuer’s domestic subsidiaries
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Amount: | $3 billion
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Issue: | Senior notes
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Bookrunners: | BofA Securities, Inc., Goldman Sachs & Co. LLC, J.P. Morgan Securities LLC and Mizuho Securities USA LLC
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Passive bookrunners: | BBVA Securities Inc., BNP Paribas Securities Corp., Credit Agricole Securities (USA) Inc., Intesa Sanpaolo IMI Securities Corp., Morgan Stanley & Co. LLC, Rabo Securities USA, Inc., RBC Capital Markets, LLC, SMBC Nikko Securities America, Inc., Truist Securities, Inc. and U.S. Bancorp Investments, Inc.
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Senior co-managers: | Citigroup Global Markets Inc., HSBC Securities (USA) Inc., Huntington Securities, Inc., PNC Capital Markets LLC, TD Securities (USA) LLC and Wells Fargo Securities, LLC
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Co-managers: | Drexel Hamilton, LLC, Independence Point Securities LLC, Samuel A. Ramirez & Co., Inc. and Siebert Williams Shank & Co., LLC
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Trustee: | U.S. Bank Trust Co., NA
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Counsel to issuer: | In house counsel and Skadden, Arps, Slate, Meagher & Flom LLP
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Counsel to underwriters: | Weil, Gotshal & Manges LLP
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Change-of-control put: | At 101
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Trade date: | March 4
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Settlement date: | March 7
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Distribution: | SEC registered
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Floaters due 2027
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Amount: | $350 million
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Maturity: | March 15, 2027
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Coupon: | Compounded SOFR plus 88 bps
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Price: | Par
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Yield: | Compounded SOFR plus 88 bps
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Call features: | Non-callable
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Cusip: | 49271VAS9
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2027 notes
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Amount: | $750 million
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Maturity: | March 15, 2027
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Coupon: | 5.1%
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Price: | 99.874
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Yield: | 5.145%
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Spread: | Treasuries plus 75 bps
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Call features: | At Treasuries plus 15 bps before Feb. 15, 2027; after at par
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Cusip: | 49271VAW0
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2029 notes
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Amount: | $750 million
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Maturity: | March 15, 2029
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Coupon: | 5.05%
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Price: | 99.723
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Yield: | 5.113%
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Spread: | Treasuries plus 90 bps
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Call features: | At Treasuries plus 15 bps before Feb. 15, 2029; after at par
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Cusip: | 49271VAT7
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2031 notes
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Amount: | $500 million
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Maturity: | March 15, 2031
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Coupon: | 5.2%
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Price: | 99.801
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Yield: | 5.234%
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Spread: | Treasuries plus 100 bps
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Call features: | At Treasuries plus 15 bps before Jan. 15, 2031; after at par
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Cusip: | 49271VAU4
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2034 notes
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Amount: | $650 million
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Maturity: | March 15, 2034
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Coupon: | 5.3%
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Price: | 99.806
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Yield: | 5.325%
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Spread: | Treasuries plus 110 bps
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Call features: | At Treasuries plus 20 bps before Dec. 15, 2033
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Cusip: | 49271VAV2
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