Anheuser-Busch upsizes tender offer, gives pricing, early results

By Wendy Van Sickle

Columbus, Ohio, April 3 – Anheuser-Busch InBev SA/NV and its wholly owned subsidiaries Anheuser-Busch InBev Worldwide Inc. and Anheuser-Busch Cos., LLC announced the pricing, early results and upsizing of its cash tender offers for up to a capped purchase price for two series of dollar-denominated notes and three series of euro-denominated notes, according to a news release.

The maximum purchase price was increased to $2.5 billion from $2 billion.

The amounts of early tenders of the notes covered under the offer, listed in order of acceptance priority, include

• $947,454,000 of the $2,254,500,000 of outstanding 3.65% notes due Feb. 1, 2026 issued by Anheuser-Busch InBev Worldwide and Anheuser-Busch Cos. (ISINs: US03522AAG58, US03522AAD28, USU00323AD40) for a total consideration of $978.71 per $1,000 principal amount based on the 4.625% Treasury note due Feb. 28, 2026 plus a fixed spread of 15 basis points;

• €384.84 million of the €1 billion of outstanding 2.7% notes due March 31, 2026 issued by Anheuser-Busch InBev (ISIN: BE6265142099) for a total consideration of €992.26 per €1,000 principal amount based on mid-swaps minus 7 bps;

• €212,102,000 of the €1 billion of outstanding 2.125% notes due Dec. 2, 2027 issued by Anheuser-Busch InBev (ISIN: BE6320934266) for a total consideration of €973.54 per €1,000 principal amount based on mid-swaps plus 5 bps;

• $868.07 billion of the $2.5 billion of outstanding 4% notes due April 13, 2028 issued by Anheuser-Busch InBev Worldwide (ISIN: US035240AL4) for a total consideration of $975.34 per $1,000 principal amount based on the 4.25% Treasury note due Feb. 28, 2029 plus a fixed spread of 30 bps; and

• €312,805,000 of the €3 billion of outstanding 2% notes due March 17, 2028 issued by Anheuser-Busch InBev (ISIN: BE6285455497) for a total consideration of €964.8 per €1,000 principal amount based on mid-swaps plus 15 bps. Tenders from this series will be accepted at a pro rata scaling factor of 0.28359.

In each case, the consideration per $1,000 or €1,000 principal amount includes an early tender payment of $30 or €30, as applicable, for notes that are tendered by the early tender time.

Aside from the 2% notes due March 17, 2028, all of the early tenders from the four other series of notes will be accepted with no proration.

Holders will also receive accrued interest through the settlement date.

The early tender time was 5 p.m. ET on April 2, which is also the withdrawal deadline.

The offer will officially expire at 5 p.m. ET on April 17, but the company said it does not expect to accept any tenders submitted after the early deadline. The offer opened on March 19.

BofA Securities (980 387-3907, 888 292-0070, +33 1 877 01057 or debt_advisory@bofa.com), Deutsche Bank AG (+44 20 7545 8011), Deutsche Bank Securities (866 627-0391 or 212 250-2955), J.P. Morgan SE (+44 20 7134 2468 or Liability_Management_EMEA@jpmorgan.com), J.P. Morgan Securities LLC (212 834-4045 or 866 834-4666), Mizuho Securities Europe GmbH (+34 91 790 7559, 866 271-7403 or liabilitymanagement@uk.mizuho-sc.com), Mizuho Securities USA LLC (212 205-7736 or 866 271-7403) and SMBC Bank EU AG (+49 692 2229 8481 or liability.management@smbcnikko-cm.com) are the dealer managers.

Global Bondholder Services Corp. (855 654-2014 or 212-430-3774) is the tender and information agent.

The beer brewer is based in Leuven, Belgium.

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