TORONTO, Canada – Restaurant Brands International (RBI) Inc., 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 have priced an offering of $500 million in aggregate principal amount of 5.625% First Lien Senior Secured Notes due 2029 (the “Notes”).
The closing of the offering of the Notes is expected to occur on or about September 13, 2024, subject to customary closing conditions.
RBI expects to use the proceeds from the offering of the Notes, together with cash on hand, to redeem in full the Issuers’ outstanding 5.750% First Lien Senior Secured Notes due 2025 (the “2025 Notes”) and pay related fees and expenses.
The Issuers expect to redeem $500 million in aggregate principal amount of 2025 Notes. This press release does not constitute a notice of redemption with respect to the 2025 Notes. The combined effect of the offering of the Notes and the redemption of the 2025 Notes will be neutral to net leverage and accretive to interest expense.
The Notes will be first lien senior secured obligations of the Issuers, guaranteed fully and unconditionally, and jointly and severally, on a first lien senior secured basis by Restaurant Brands International Limited Partnership (“Holdings”) and each of Holdings’ wholly-owned subsidiaries that also guarantee the Issuers’ obligations under the Issuers’ existing senior secured credit facilities.
The Notes were offered (i) to persons reasonably believed to be qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”), and (ii) outside the U.S. pursuant to Regulation S under the Securities Act. The Notes and the related guarantees have not been and will not be registered under 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.
