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

Release Date: 22/03/2018 07:30
Code(s): ANH     PDF:  
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Anheuser-Busch InBev Announces Pricing of USD Ten 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 Ten Billion Notes

      Brussels, 20 March 2018 -- Anheuser-Busch InBev SA/NV (“AB InBev”) (Euronext: ABI) (NYSE: BUD)
      (MEXBOL: ANB) (JSE: ANH) today announced today that its subsidiary Anheuser-Busch InBev
      Worldwide Inc. (“ABIWW” or the “Issuer”) completed the pricing of USD ten billion aggregate principal
      amount of bonds. The issuance is expected to close on 4 April 2018 subject to customary closing
      conditions. The bonds comprise the following series:

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

                                     USD
          3.500% Notes due 2024                        January 12, 2024   99.507%               3.500%
                                     1,500,000,000


                                     USD
          4.000% Notes due 2028                        April 13, 2028     99.216%               4.000%
                                     2,500,000,000


                                     USD
          4.375% Notes due 2038                        April 15, 2038     98.555%               4.375%
                                     1,500,000,000


                                     USD
          4.600% Notes due 2048                        April 15, 2048     99.434%               4.600%
                                     2,500,000,000


                                     USD
          4.750% Notes due 2058                        April 15, 2058     99.377%               4.750%
                                     1,500,000,000


                                                                                             Three-month
          Floating Rate Notes due
                                     USD 500,000,000   January 12, 2024   100.000%           LIBOR plus 74
          2024
                                                                                             bps



      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-


ab-inbev.com
      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.

      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 20 March 2018 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, including the repayment of
      upcoming debt maturities in 2019 and 2020. 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 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, Attn: Investment Grade Syndicate Desk, 383 Madison Avenue,
      New York, NY 10179 or by telephone at 1-212-834-4533; or by contacting Merrill Lynch, Pierce, Fenner &
      Smith Incorporated, Attn: Prospectus Department, 200 North College Street, NC1-004-03-43, Charlotte,
      NC 28255-0001 or by telephone at 1-800-294-1322 or by email at dg.prospectus_requests@baml.com; or
      by contacting Mizuho Securities USA LLC, Attn: Debt Capital Markets, 320 Park Avenue, 12th Floor, New
      York, NY 10022 or by telephone at 1-866-271-7403.

      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.

      PRIIPs Regulation / Prospectus Directive / 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 EEA. 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 (as amended, “MiFID II”); or (ii) a customer within the meaning of Directive
      2002/92/EC (as amended, the “Insurance Mediation Directive”), where that customer would not qualify
      as a professional client as defined in point (10) of Article 4(1) of MIFID II; or (iii) not a qualified investor as
      defined in Directive 2003/71/EC (as amended, the “Prospectus Directive”). Consequently 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 has been
      prepared and therefore offering or selling the notes or otherwise making them available to any retail
      investor in the EEA 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

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      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.




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       ANHEUSER-BUSCH INBEV CONTACTS

       Media                                        Investors
       Marianne Amssoms                             Henry Rudd
       Tel: +1-212-573-9281                         Tel: +1-212-503-2890
       E-mail: marianne.amssoms@ab-inbev.com        E-mail: henry.rudd@ab-inbev.com

       Peter Dercon                                 Mariusz Jamka
       Tel: +32 (0) 16 276 823                      Tel: +32 (0)16 276 888
       E-mail: peter.dercon@ab-inbev.com            E-mail: mariusz.jamka@ab-inbev.com

       Aimee Baxter                                 Lauren Abbott
       Tel: +1.646.628.0393                         Tel: +1-212-573-9287
       E-mail: aimee.baxter@ab-inbev.com            E-mail: lauren.abbott@ab-inbev.com

                                                    Fixed Income Investors

                                                    Gabriel Ventura
                                                    Tel: +1-212-478-7031
                                                    E-mail: gabriel.ventura@ab-inbev.com

                                                    Suma Prasad
                                                    Tel: +1-212-503-2887
                                                    E-mail: suma.prasad@ab-inbev.com



      22 March 2018
      JSE Sponsor: Deutsche Securities (SA) 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, among other things, statements relating to AB InBev’s business
      combination with ABI SAB Group Holding Limited and other statements other than historical facts. Forward-looking statements include
      statements typically containing words such as “will”, “may”, “should”, “believe”, “intends”, “expects”, “anticipates”, “targets”, “estimates”,
      “likely”, “foresees” 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 the ability to realize synergies from the business combination with ABI SAB Group Holding Limited, 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
      SEC on 19 March 2018. 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, 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®, Castle®, Castle Lite®, Hoegaarden® and Leffe®; and local champions
      such as Aguila®, Antarctica®, Bud Light®, Brahma®, Cass®, Chernigivske®, Cristal®, Harbin®, Jupiler®, Klinskoye®, Michelob
      Ultra®, Modelo Especial®, Quilmes®, Victoria®, Sedrin®, Sibirskaya Korona® 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 nearly 200,000 employees based in more than 50 countries worldwide.
      For 2017, AB InBev’s reported revenue was 56.4 billion USD (excluding JVs and associates).




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