TORONTO, April 2, 2020 /CNW/ - 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 $500
million aggregate principal amount of 5.75% First Lien
Senior Secured Notes due 2025 (the "Notes"). The Notes will have a
maturity date of April 15, 2025. The
closing of the offering of the Notes is expected to occur on or
about April 7, 2020 (the "Closing
Date"), subject to customary closing conditions.
The Notes were priced at 100% of their face value. The Notes
will be first 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.
Today, the Issuers also entered into Amendment No. 5 to their
existing credit agreement (the "2020 Amendment"). The 2020
Amendment provides the Issuers with the option to comply with a
$1 billion minimum liquidity covenant
in lieu of the 6.50:1.00 first lien senior secured leverage ratio
financial maintenance covenant for the period after June 30, 2020 and prior to September 30, 2021.
RBI expects to use the net proceeds from the offering of the
Notes (the "Notes Offering") for general corporate purposes.
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 US 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.
About Restaurant Brands International
Restaurant Brands International Inc. is one of the world's
largest quick service restaurant companies with more than
$34 billion in system-wide sales and
over 27,000 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," "plans," "anticipates," "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 the
issuance of the Notes and the 2020 Amendment. 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, risks related to
adverse economic and industry conditions and risks related to
unforeseen events, such as adverse weather conditions, natural
disasters, terrorist attacks or threats, pandemics, including
coronavirus (COVID-19), or other catastrophic events, all of 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.