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ANHEUSER-BUSCH INBEV SA/NV - Anheuser-Busch InBev Announces Pricing of USD 6 Billion Notes

Release Date: 02/04/2020 07:05
Code(s): ANH     PDF:  
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Anheuser-Busch InBev Announces Pricing of USD 6 Billion Notes

Anheuser-Busch InBev SA/NV
(Incorporated in the Kingdom of Belgium)
Register of Companies Number: 0417.497.106
Euronext Brussels Share Code: ABI
Mexican Stock Exchange Share Code: ANB
NYSE ADS Code: BUD
JSE Share Code: ANH
ISIN: BE0974293251
(“AB InBev” or the “Company”)


Anheuser-Busch InBev Announces Pricing of USD 6 Billion Notes

Anheuser-Busch InBev SA/NV (“AB InBev”) (Euronext: ABI) (NYSE: BUD) (MEXBOL: ANB) (JSE: ANH)
today announced that its subsidiary Anheuser-Busch InBev Worldwide Inc. (“ABIWW” or the “Issuer”)
completed the pricing of USD 6,000,000,000 aggregate principal amount of bonds.

The issuance is expected to close on 3 April 2020 subject to customary closing conditions. The bonds
comprise the following series:

       Title of Series of Notes            Aggregate                                 Public
           (collectively, the          Principal Amount                             Offering
               “Notes”)                      Sold             Maturity Date          Price      Interest Rates


       3.500% Notes due 2030       USD 1,750,000,000      June 1, 2030             99.790%     3.500%



       4.350% Notes due 2040       USD 1,000,000,000      June 1, 2040             99.937%     4.350%



       4.500% Notes due 2050       USD 2,250,000,000      June 1, 2050             99.924%     4.500%



       4.600% Notes due 2060       USD 1,000,000,000      June 1, 2060             99.916%     4.600%




The notes will be issued by ABIWW and will be fully and unconditionally guaranteed by AB InBev,
Brandbrew S.A., Brandbev S.à r.l., Cobrew NV, Anheuser-Busch InBev Finance Inc. and Anheuser-Busch
Companies, LLC. The Notes will be senior unsecured obligations of the Issuer and will rank equally with all
other existing and future unsecured and unsubordinated debt obligations of the Issuer.

ab-inbev.com

The notes are denominated in U.S. dollars, and both principal and interest will be paid in U.S. dollars as
further described in the preliminary prospectus supplement dated 1 April 2020 filed with the U.S. Securities
and Exchange Commission (the “SEC”) and available on www.sec.gov.

The net proceeds of the offering will be used for general corporate purposes. The notes were offered as a
registered offering under AB InBev’s shelf registration statement filed on Form F-3 with the SEC on 19
March 2018.

The Issuer has filed a registration statement (including a prospectus) with the SEC for the offering to which
this communication relates. Any offer of securities will be made by means of the prospectus supplement
and accompanying prospectus relating to the offering. Copies of the prospectus and prospectus
supplement, and any other documents the Issuer has filed with the SEC containing more complete
information about the Issuer and this offering may be obtained, free of charge, by visiting Anheuser-Busch
InBev SA/NV on the SEC web site at www.sec.gov, or by requesting copies from Anheuser-Busch InBev
SA/NV in writing or by telephone. Alternatively, a copy of the prospectus relating to the offering may be
obtained by contacting Barclays Capital Inc., c/o Broadridge Financial Solutions 1155 Long Island Avenue,
Edgewood,       NY       11717      or   by    telephone   at        1-888-603-5847           or    by    email   at
barclaysprospectus@broadridge.com; or by contacting BNP Paribas Securities Corp., 787 Seventh
Avenue,     New        York,   NY    10019    or   by   telephone      at     212-841-2871     or    by   email   at
new.york.syndicate@bnpparibas.com; or by contacting BofA Securities, Inc., 200 North College Street, 3rd
Floor,    Charlotte,     NC    28255     or   by   telephone    at          1-800-294-1322,    or    by   email   at
dg.prospectus_requests@bofa.com; or by contacting Citigroup Global Markets Inc., c/o Broadridge
Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717 or by telephone at (800) 831-9146
or by email at prospectus@citi.com; or by contacting Deutsche Bank Securities Inc., 60 Wall Street, New
York, NY 10005 or by telephone at (800) 503-4611 or by email at prospectus.CPDG@db.com; or by
contacting J.P. Morgan Securities LLC, 383 Madison Avenue, New York, New York, 10179, Attention:
Investment Grade Syndicate Desk, 3rd Floor or by telephone at 1-212-834-4533.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy any securities nor
will there be any sale of these securities in any state or other jurisdiction in which such offer, solicitation or
sale would be unlawful prior to registration or qualification under the securities laws of any such state or
other jurisdiction.

English, Dutch and French versions of this press release will be available on www.ab-inbev.com.


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PROHIBITION OF SALES TO EEA RETAIL INVESTORS - The Notes are not intended to be offered,
sold or otherwise made available to and should not be offered, sold or otherwise made available to any
retail investor in the European Economic Area ("EEA") or in the United Kingdom (the "UK"). For these
purposes, a "retail investor" means a person who is one (or more) of: (i) a retail client as defined in point
(11) of Article 4(1) of Directive 2014/65/EU ("MiFID II"); or (ii) a customer within the meaning of Directive
(EU) 2016/97, where that customer would not qualify as a professional client as defined in point (10) of
Article 4(1) of MiFID II. No key information document required by Regulation (EU) No 1286/2014, as
amended (the "PRIIPs Regulation") for offering or selling the Notes or otherwise making them available
to retail investors in the EEA or in the UK has been prepared and therefore offering or selling the Notes or
otherwise making them available to any retail investor in the EEA or in the UK may be unlawful under the
PRIIPs Regulation.

The distribution of this announcement and other information in connection with the offer in certain
jurisdictions may be restricted by law and persons into whose possession any document or other
information referred to herein comes should inform themselves about and observe any such restriction.
Any failure to comply with these restrictions may constitute a violation of the securities laws of any such
jurisdiction.

ANHEUSER-BUSCH INBEV CONTACTS

Fixed Income Investors

Daniel Strothe
Tel: +1-646-746-9667
E-mail: daniel.strothe@ab-inbev.com

Investors                                                  Media

Lauren Abbott                                              Pablo Jimenez
Tel: +1 212 573 9287                                       Tel: +1 212 284 0158
E-mail: lauren.abbott@ab-inbev.com                         E-mail: pablo.jimenez@ab-inbev.com

Mariya Glukhova                                            Ingvild Van Lysebetten
Tel: +32 16 276 888                                        Tel: +32 16 276 823
E-mail: mariya.glukhova@ab-inbev.com                       E-mail: ingvild.vanlysebetten@ab-inbev.com

Jency John                                                 Fallon Buckelew
Tel: +1 646 746 9673                                       Tel: +1 310 592 6319
E-mail: jency.john@ab-inbev.com                            E-mail: fallon.buckelew@ab-inbev.com

2 April 2020
JSE Sponsor: Questco Corporate Advisory Proprietary Limited


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Legal Disclaimer

This release contains “forward-looking statements”. These statements are based on the current expectations and views of future
events and developments of the management of AB InBev and are naturally subject to uncertainty and changes in circumstances.
The forward-looking statements contained in this release include statements other than historical facts and include statements typically
containing words such as “will”, “may”, “should”, “believe”, “intends”, “expects”, “anticipates”, “targets”, “estimates”, “likely”, “foresees”,
“preparing” and words of similar import. All statements other than statements of historical facts are forward-looking statements. You
should not place undue reliance on these forward-looking statements, which reflect the current views of the management of AB InBev,
are subject to numerous risks and uncertainties about AB InBev and are dependent on many factors, some of which are outside of
AB InBev’s control. There are important factors, risks and uncertainties that could cause actual outcomes and results to be materially
different, including, but not limited to, the effects of the COVID-19 pandemic and uncertainties about its impact and duration and the
risks and uncertainties relating to AB InBev described under Item 3.D of AB InBev’s Annual Report on Form 20-F (“Form 20-F”) filed
with the US Securities and Exchange Commission (“SEC”) on 24 March 2020. Many of these risks and uncertainties are, and will be,
exacerbated by the COVID-19 pandemic and any worsening of the global business and economic environment as a result. Other
unknown or unpredictable factors could cause actual results to differ materially from those in the forward-looking statements.

The forward-looking statements should be read in conjunction with the other cautionary statements that are included elsewhere,
including AB InBev’s most recent Form 20-F and other reports furnished on Form 6-K, and any other documents that AB InBev has
made public. Any forward-looking statements made in this communication are qualified in their entirety by these cautionary statements
and there can be no assurance that the actual results or developments anticipated by AB InBev will be realized or, even if substantially
realized, that they will have the expected consequences to, or effects on, AB InBev or its business or operations. Except as required
by law, AB InBev undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new
information, future events or otherwise.


About Anheuser-Busch InBev

Anheuser-Busch InBev is a publicly traded company (Euronext: ABI) based in Leuven, Belgium, with secondary listings on the Mexico
(MEXBOL: ANB) and South Africa (JSE: ANH) stock exchanges and with American Depositary Receipts on the New York Stock
Exchange (NYSE: BUD). Our Dream is to bring people together for a better world. Beer, the original social network, has been bringing
people together for thousands of years. We are committed to building great brands that stand the test of time and to brewing the best
beers using the finest natural ingredients. Our diverse portfolio of well over 500 beer brands includes global brands Budweiser®,
Corona® and Stella Artois®; multi-country brands Beck’s®, Hoegaarden®, Leffe® and Michelob Ultra®; and local champions such as
Aguila®, Antarctica®, Bud Light®, Brahma®, Cass®, Castle®, Castle Lite®, Cristal®, Harbin®, Jupiler®, Modelo Especial®,
Quilmes®, Victoria®, Sedrin®, and Skol®. Our brewing heritage dates back more than 600 years, spanning continents and
generations. From our European roots at the Den Hoorn brewery in Leuven, Belgium. To the pioneering spirit of the Anheuser & Co
brewery in St. Louis, US. To the creation of the Castle Brewery in South Africa during the Johannesburg gold rush. To Bohemia, the
first brewery in Brazil. Geographically diversified with a balanced exposure to developed and developing markets, we leverage the
collective strengths of approximately 170,000 employees based in nearly 50 countries worldwide. For 2019, AB InBev’s reported
revenue was 52.3 billion USD (excluding JVs and associates).


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Date: 02-04-2020 07:05:00
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