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ANHEUSER-BUSCH INBEV SA/NV - FBG substituted as Issuer of the Notes and replaced with ABIWW as the New Issuer

Release Date: 12/05/2020 07:10
Code(s): ANH     PDF:  
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FBG substituted as Issuer of the Notes and replaced with ABIWW as the New Issuer

      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”)


      FBG substituted as Issuer of the Notes and replaced with ABIWW as the New Issuer

      NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN OR INTO, OR TO ANY PERSON LOCATED OR
      RESIDENT IN, ANY JURISDICTION WHERE IT IS UNLAWFUL TO RELEASE, PUBLISH OR DISTRIBUTE THIS DOCUMENT

      12 May 2020 – Anheuser-Busch InBev (Euronext: ABI) (NYSE: BUD) (MEXBOL: ANB) (JSE: ANH) (“AB
      InBev”) announces FBG substituted as New Issuer of the Notes.

      As previously announced by Anheuser-Busch InBev SA/NV ("AB InBev") and FBG Finance Pty Ltd ABN 32
      071 508 702 (“FBG” and the "Existing Issuer") on 3 September 2019, AB InBev and FBG launched invitations
      to eligible holders of each series of the Existing Issuer's Notes (as described below) to consider and, if thought
      fit, approve the substitution of the Existing Issuer with Anheuser-Busch InBev Worldwide Inc. ("ABIWW" and
      the "New Issuer") among other consequential amendments (the "Proposals"). The details of the Proposals
      were set out for Noteholder consideration in the consent solicitation memorandum dated 3 September 2019
      (the "Consent Solicitation Memorandum").

      The Issuer's Existing Notes are: A$700,000,000 3.75 per cent. Notes due 7 August 2020 ("Series 1 Notes"),
      A$550,000,000 3.25% Notes due 6 September 2022 ("Series 2 Notes"), A$650,000,000 3.75% Notes due 6
      September 2024 ("Series 3 Notes"), A$450,000,000 4.10% Notes due 6 September 2027 ("Series 4 Notes")
      and A $300,000,000 Floating Rate Notes due 6 September 2022 ("Series 5 Notes" and together, the "Notes").

      On 18 September 2019, AB InBev and FBG announced that each of the Extraordinary Resolutions, in respect
      of each Series of Notes successfully passed and that the Proposals would be implemented following the
      Effective Date and satisfaction of the following conditions set out in the Consent Solicitation Memorandum:

          1. the signing of each of the Note Deed Poll in respect of the Series 1 Notes and the Note Deed Poll in
             respect of the Series 2, Series 3, Series 4 and Series 5 Notes (the "Note Deeds Poll");




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           2. the signing of each of the Deeds of Guarantee in respect of the Series 1 Notes and the Deeds of
              Guarantee in respect of the Series 2, Series 3, Series 4 and Series 5 Notes (the "Deeds of
              Guarantee"); and

           3. delivery to the Registrar of each of the Note Deeds Poll and Deeds of Guarantee; and

           4. notice to the Registrar of the Effective Date and successful substitution to the New Issuer.

      Notice is hereby given to each of the Noteholders of each Series of the Notes that each of the Note Deeds Poll
      and Deeds of Guarantee have been signed and notice and delivery was effected to the Registrar on 12 May
      2020. Noteholders are hereby notified that the ABIWW is now the New Issuer in respect of each Series of the
      Notes. Consequently, FBG is released as Issuer and of all its obligations in respect of the Notes.

      Terms used in this announcement not otherwise defined have the meanings given to them in the Consent
      Solicitation Memorandum, unless the context requires otherwise.

      DISCLAIMER THE COMPLETE TERMS AND CONDITIONS OF THE CONSENT SOLICITATION ARE SET
      FORTH IN THE CONSENT SOLICITATION MEMORANDUM, AS AMENDED. THIS ANNOUNCEMENT IS
      FOR INFORMATION ONLY AND DOES NOT CONSTITUTE AN OFFER TO BUY OR A SOLICITATION OF
      AN OFFER TO SELL ANY SECURITIES IN THE UNITED STATES OR ANY OTHER JURISDICTION.

      The distribution of this announcement and the Consent Solicitation Memorandum, as amended, in certain
      jurisdictions may be restricted by law, and persons into whose possession this announcement and/or the
      Consent Solicitation Memorandum, as amended, comes are required to inform themselves about, and to
      observe, any such restrictions.

      This notification will be posted on www.ab-inbev.com.

      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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      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 16 276 608
      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


      12 May 2020
      JSE Sponsor: Questco Corporate Advisory Proprietary Limited




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Date: 12-05-2020 07:10:00
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