Restaurant Brands International Inc. Announces Launch of Second Lien Senior Secured Notes Offering

Rhea-AI Summary

Restaurant Brands International Inc. (QSR) has launched an offering of $1,000 million in 4.00% Second Lien Senior Secured Notes due 2030. This offering supplements a prior issuance of $1,400 million of the same notes. Proceeds will be used to redeem $1,000 million of outstanding 5.00% Second Lien Secured Senior Notes due 2025. The new notes will be offered to qualified institutional buyers and will be secured by the company's subsidiaries. RBI generates approximately $32 billion in annual sales across 27,000 restaurants worldwide.

Positive

• Launch of $1,000 million Senior Secured Notes may improve liquidity.
• Proceeds used to redeem higher interest 5.00% Notes, potentially reducing interest expenses.

Negative

• Significant indebtedness with the new offering increasing overall debt load.
• Potential risks from economic conditions affecting repayment abilities.

TORONTO, Oct. 14, 2020 /PRNewswire/ - Restaurant Brands International Inc. ("RBI") (TSX: QSR) (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 have launched an offering of $1,000 million in aggregate principal amount of 4.00% Second Lien Senior Secured Notes due 2030 (the "Notes"). The Notes are being offered as additional notes under the Indenture, dated as of October 5, 2020, pursuant to which the Issuers previously issued $1,400 million in aggregate principal amount of 4.000% Second Lien Senior Secured Notes due 2030.

RBI expects to use the proceeds from the offering of the Notes, together with cash on hand, to redeem a portion of the outstanding aggregate principal amount of the Issuers' 5.00% Second Lien Secured Senior Notes due 2025 (the "2025 Second Lien Notes"), plus any accrued and unpaid interest thereon and pay related premium, fees and expenses. The Issuers expect to redeem $1,000 million in aggregate principal amount of 2025 Second Lien Notes. This press release does not constitute a notice of redemption.

The Notes will be second lien senior secured obligations of the Issuers guaranteed on a senior secured basis by each of RBI's subsidiaries that guarantee the Issuers' obligations under the Issuers' existing senior secured credit facilities.

The Notes will be marketed (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.

About Restaurant Brands International

Restaurant Brands International Inc. is one of the world's largest quick service restaurant companies with approximately $32 billion in annual system-wide sales and 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," "anticipates," "plans," "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 expectations regarding the issuance of the Senior Notes and use of proceeds therefrom. 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.

FAQ

What is the offering amount for the Second Lien Senior Secured Notes by Restaurant Brands International (QSR)?

Restaurant Brands International is offering $1,000 million in Second Lien Senior Secured Notes due 2030.

When is the maturity date for the new Notes issued by Restaurant Brands International (QSR)?

The new Notes are due in 2030.

How will Restaurant Brands International (QSR) use the proceeds from the Notes offering?

The proceeds will be used to redeem $1,000 million of outstanding 5.00% Second Lien Secured Senior Notes due 2025.

What is the interest rate for the new Second Lien Senior Secured Notes by Restaurant Brands International (QSR)?

The interest rate for the new Notes is 4.00%.

What is Restaurant Brands International’s (QSR) annual system-wide sales?

Restaurant Brands International has approximately $32 billion in annual system-wide sales.