RBI Announces Pricing of Second Lien Senior Secured Notes Offering

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TORONTO — Restaurant Brands International Inc. (RBI), 1011778 B.C. Unlimited Liability Company (the issuer) and New Red Finance, Inc. (the co-issuer) announced that the issuers priced an offering of $750 million aggregate principal amount of 4.375 per cent Second Lien Senior Secured Notes due 2028. 

The aggregate principal amount of the 2019 Senior Notes was decreased from the previously announced $1,000-million aggregate principal amount as a result of the reduction in the repayment of the Term Loan B Facility (defined below) based on strong demand for the Term Loan B facility in connection with anticipated amendments. The 2019 Senior Notes will have a maturity date of Jan. 15, 2028. The close of the 2019 Senior Notes is expected to be completed on or about Nov. 19, 2019.

The 2019 Senior Notes were priced at 100 per cent of their face value. The 2019 Senior Notes will be second 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.

On or about the closing date, the issuers also intend to enter into Amendment No. 4 to the existing credit agreement, providing for, among other things, a maturity extension of the existing term loan B facility and the reduction of the interest-rate margins and the interest-rate floors applicable to the Term Loan B Facility.

RBI expects to use the net proceeds from the offering of the 2019 Senior Notes, together with cash on hand, to repay approximately $750 million of outstanding loans under the Term Loan B Facility and to pay related fees and expenses.

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