Wrap Text
Anheuser-Busch InBev announces a solicitation of participation to general bondholder meetings
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: ABI
NYSE ADS Code: BUD
JSE Share Code: ANB
ISIN: BE0003793107
(“AB InBev” or “the Company”)
The enclosed information constitutes regulated information as defined in the Belgian Royal Decree of
14 November 2007 regarding the duties of issuers of financial instruments which have been admitted for
trading on a regulated market.
Anheuser-Busch InBev announces a solicitation of participation
to general bondholder meetings
Anheuser-Busch InBev (“AB InBev” or the "Company") (Euronext: ABI) (NYSE: BUD) (MEXBOL: ABI) (JSE:
ANB) announced today that it has launched a noteholder consent solicitation process (the "Participation
Solicitation"). The Company has sent meeting invitations to the holders of each Series of the Notes listed
below (each a "Series" and together the "Notes") to consent to certain modifications of the terms and
conditions (the "Conditions") of the relevant Series, in connection with the proposed combination (the
"Combination") of the Company with SABMiller plc ("SABMiller").
The Noteholders of each Series are being asked to approve a resolution (the "Resolution") to align such
Conditions with the terms and conditions set out in the base prospectus dated 13 January 2016 in connection
with the €40,000,000,000 Euro Medium Term Note Programme of the Company to allow for the Combination,
all as further described in the participation solicitation memorandum dated 6 May 2016 prepared by the
Company (the "Participation Solicitation Memorandum"). The Participation Solicitation Memorandum has
been published on our website.
For the avoidance of doubt, the approval of the relevant Resolution is not a condition precedent to the
Combination.
Relevant Notes
Outstanding
Series ISIN Description nominal amount1 Specified Denominations
2 BE0934985020 EUR 600,000,000 8.625% EUR 600,000,000 EUR 50,000 and integral
Notes due 30 January 2017 multiples of EUR 1,000 in
excess thereof
3 BE0934986036 £550,000,000 9.750% Notes £550,000,000 £75,000 and integral multiples
due 30 July 2024 of £1,000 in excess thereof
8 BE6000183549 £750,000,000 6.500% Notes £750,000,000 £1,000
due 23 June 2017
9 BE6000782712 EUR 750,000,000 4.000% EUR 750,000,000 EUR 1,000
Notes due 26 April 2018
10 BE6221503202 EUR 750,000,000 4.000% EUR 750,000,000 EUR 1,000
Notes due 2 June 2021
11 BE6243181672 EUR 750,000,000 1.250% EUR 750,000,000 EUR 1,000
Notes due 24 March 2017
12 BE6243180666 EUR 750,000,000 2.000% EUR 750,000,000 EUR 1,000
Notes due 16 December 2019
13 BE6243179650 EUR 750,000,000 2.875% EUR 750,000,000 EUR 1,000
Notes due 25 September
2024
14 BE6248644013 EUR 500,000,000 3.250% EUR 500,000,000 EUR 100,000 and integral
Notes due 24 January 2033 multiples of EUR 1,000 in
excess thereof
15 BE6258027729 EUR 750,000,000 2.250% EUR 750,000,000 EUR 100,000 and integral
Notes due 24 September multiples of EUR 1,000 in
2020 excess thereof
16 BE6258029741 £500,000,000 4.000% Notes £500,000,000 £100,000 and integral
due 24 September 2025 multiples of £1,000 in excess
thereof
17 BE6265140077 EUR 850,000,000 Floating EUR 850,000,000 EUR 100,000 and integral
Rate Notes due March 2018 multiples of EUR 1,000 in
excess thereof
18 BE6265141083 EUR 650,000,000 1.950% EUR 650,000,000 EUR 100,000 and integral
Notes due 30 September multiples of EUR 1,000 in
2021 excess thereof
19 BE6265142099 EUR 1,000,000,000 2.700% EUR 1,000,000,000 EUR 100,000 and integral
Notes due 31 March 2026 multiples of EUR 1,000 in
excess thereof
20 BE6276038419 EUR 750,000,000 Floating EUR 750,000,000 EUR 1,000
Rate Notes due October 2018
21 BE6276039425 EUR 1,000,000,000 0.800% EUR 1,000,000,000 EUR 1,000
Notes due 20 April 2023
22 BE6276040431 EUR 1,250,000,000 1.500% EUR 1,250,000,000 EUR 1,000
Outstanding
Series ISIN Description nominal amount1 Specified Denominations
Notes due 18 April 2030
1
Neither the Company nor any Guarantor holds any outstanding amount of the Notes
Further Information
A complete description of the terms and conditions of the Participation Solicitation is set out in the Participation
Solicitation Memorandum. A copy of the Participation Solicitation Memorandum is available to Noteholders upon
request from the Tabulation Agent and from the Company's website at http://www.ab-
inbev.com/investors/fixed-income-information.html.
Before making a decision with respect to the Participation Solicitation, Noteholders should carefully
consider all of the information in the Participation Solicitation Memorandum and, in particular, the
risk factors described in the section entitled "Certain Considerations Relating to the Participation
Solicitation and the Meetings".
Further details about the Participation Solicitation can be obtained from:
The Solicitation Agents
BNP Paribas
10 Harewood Avenue
London NW1 6AA
United Kingdom
Telephone: +44 20 7595 8668
Attention: Liability Management Group
Email: liability.management@bnpparibas.com
Deutsche Bank AG, London Branch
Winchester House
1 Great Winchester Street
London EC2N 2DB
United Kingdom
Telephone: +44 20 7545 8011
Attention: Liability Management Group
Email: liability.management@db.com
ING Bank NV, Belgian Branch
Avenue Marnixlaan 24
B-1000 Brussels
Belgium
Telephone: +31 20 563 2132
Attention: Liability Management Team
Email: liabilitymanagement@ing.be
The Tabulation Agent
Lucid Issuer Services Limited
Tankerton Works
12 Argyle Walk
London WC1H 8HA
United Kingdom
Tel: +44 20 7704 0880
Fax: +44 20 3004 1590
Attention: Thomas Choquet / Yves Theis
Email: ab-inbev@lucid-is.com
None of the Solicitation Agents, the Tabulation Agent or any of their respective agents accepts any
responsibility for the information contained in this announcement and none of the Company, the Solicitation
Agents, the Tabulation Agent, or any of their respective directors, employees or affiliates makes any
representation or recommendation whatsoever regarding the Participation Solicitation. This announcement
must be read in conjunction with the Participation Solicitation Memorandum. No offer to acquire any Notes is
being made pursuant to this announcement. This announcement and the Participation Solicitation Memorandum
contain important information, which should be read carefully before any decision is made with respect to the
Participation Solicitation. If any Noteholder is in any doubt as to the action it should take, it is recommended to
seek its own advice, including as to any tax consequences, from its stockbroker, bank manager, solicitor,
accountant or other independent advisor.
Solicitation Restrictions
This announcement and the Participation Solicitation Memorandum do not constitute an offer to purchase Notes
or the solicitation of an offer to sell Notes. The Participation Solicitation will not apply to Noteholders in any
jurisdiction in which such solicitation is unlawful. In those jurisdictions where the securities or other laws
require the Participation Solicitation to be made by a licensed broker or dealer, any actions in connection with
the Participation Solicitation shall be deemed to be made on behalf of the Company by the Solicitation Agents
(if they are licensed brokers or dealers in those jurisdictions) or one or more registered brokers or dealers
licensed under the laws of such jurisdiction. The distribution of the Participation Solicitation Memorandum in
certain jurisdictions may be restricted by law. Persons into whose possession the Participation Solicitation
Memorandum comes are required by the Company, the Guarantors, the Solicitation Agents and the Tabulation
Agent to inform themselves about, and to observe, any such restrictions.
Dutch and French versions of this press release will also be posted on the Company's website.
CONTACT
Media Investors
Marianne Amssoms Graham Staley
Tel: +1-212-573-9281 Tel: +1-212-573-4365
E-mail: marianne.amssoms@ab-inbev.com E-mail: graham.staley@ab-inbev.com
Karen Couck Heiko Vulsieck
Tel: +1-212-573-9283 Tel: +32-16-27-68-88
E-mail: karen.couck@ab-inbev.com E-mail: heiko.vulsieck@ab-inbev.com
Kathleen Van Boxelaer
Tel: +32-16-27-68-23
E-mail: kathleen.vanboxelaer@ab-inbev.com
6 May 2016
Sponsor: Deutsche Securities SA Proprietary Limited
About Anheuser-Busch InBev
Anheuser-Busch InBev is a publicly traded company (Euronext: ABI) based in Leuven, Belgium, with secondary listings on the
Mexican (MEXBOL: ABI) and Johannesburg (JSE: ANB) stock exchanges and with American Depositary Receipts on the New
York Stock Exchange (NYSE: BUD). It is the leading global brewer by volume and one of the world’s top five consumer products
companies. The company has a portfolio of well over 200 beer brands and it aims to continue to forge strong connections with
consumers. This includes global brands Budweiser®, Corona® and Stella Artois®; international brands Beck’s®, Leffe® and
Hoegaarden®; and local champions Bud Light®, Skol®, Brahma®, Antarctica®, Quilmes®, Victoria®, Modelo Especial®,
Michelob Ultra®, Harbin®, Sedrin®, Klinskoye®, Sibirskaya Korona®, Chernigivske®, Cass® and Jupiler®. Anheuser-Busch
InBev’s brewing heritage and quality is rooted in brewing traditions of more than 600 years and the Den Hoorn brewery in
Leuven, Belgium, as well as the Anheuser & Co brewery, with origins in St. Louis, USA since 1852. Geographically diversified
with a balanced exposure to developed and developing markets, Anheuser-Busch InBev leverages the collective strengths of
more than 150,000 employees based in 26 countries worldwide. In 2015, Anheuser-Busch InBev realized 43.6 billion USD
revenue. The company strives to be the Best Beer Company Bringing People Together For a Better World.
NOTES
Cautionary note regarding forward-looking statements
This press release contains “forward-looking statements”. These statements are based on the current expectations and views
of future events and developments of the management of Anheuser-Busch InBev and are naturally subject to uncertainty and
changes in circumstances. The forward-looking statements contained in this release include statements relating to Anheuser-
Busch InBev’s proposed acquisition of SABMiller 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 Anheuser-Busch InBev, are subject to numerous risks and uncertainties about Anheuser-
Busch InBev and SABMiller and are dependent on many factors, some of which are outside of Anheuser-Busch InBev’s control.
There are important factors, risks and uncertainties that could cause actual outcomes and results to be materially different,
including the satisfaction of the pre-conditions and the conditions to the transactions described herein, the ability to obtain the
regulatory approvals related to the transactions and the ability to satisfy any conditions required to obtain such approvals,
and the risks relating to Anheuser-Busch InBev described under Item 3.D of its Annual Report on Form 20-F (“Form 20-F”)
filed with the US Securities and Exchange Commission on 14 March 2016. Other unknown or unpredictable factors could cause
actual results to differ materially from those in the forward-looking statements. There can be no certainty that the proposed
transactions will be completed on the terms described herein or at all.
The forward-looking statements should be read in conjunction with the other cautionary statements that are included
elsewhere, including Anheuser-Busch InBev’s most recent Form 20-F and other reports furnished on Form 6-K, and any other
documents that Anheuser-Busch InBev or SABMiller have 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 Anheuser-Busch InBev will be realized or, even if substantially realized, that they will
have the expected consequences to, or effects on, Anheuser-Busch InBev or its business or operations. Except as required by
law, Anheuser-Busch InBev undertakes no obligation to publicly update or revise any forward-looking statements, whether as
a result of new information, future events or otherwise.
Future SEC Filings and This Filing: Important Information
In the event that Anheuser-Busch InBev and SABMiller implement a transaction relating to the acquisition of SABMiller by
Anheuser-Busch InBev, Anheuser-Busch InBev or Newbelco SA/NV (a Belgian limited liability company formed for the
purposes of such transaction) may be required to file relevant materials with the SEC. Such documents, however, are not
currently available. INVESTORS ARE URGED TO READ ANY DOCUMENTS REGARDING SUCH POTENTIAL TRANSACTION IF AND
WHEN THEY BECOME AVAILABLE, BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION. Investors will be able to obtain
a free copy of such filings without charge, at the SEC’s website (http://www.sec.gov/) once such documents are filed with the
SEC. Copies of such documents may also be obtained from Anheuser-Busch InBev, without charge, once they are filed with
the SEC.
Notice to US investors
US holders of SABMiller shares should note that the steps of any transaction requiring approval by SABMiller shareholders
may be implemented under a UK scheme of arrangement provided for under English company law. If so, it is expected that
any shares to be issued under the transaction to SABMiller shareholders would be issued in reliance upon the exemption from
the registration requirements of the US Securities Act of 1933, provided by Section 3(a)(10) thereof and would be subject to
UK disclosure requirements (which are different from those of the United States). The transaction may instead be
implemented by way of a takeover offer under English law. If so, any securities to be issued under the transaction to
SABMiller shareholders will be registered under the US Securities Act, absent an applicable exemption from registration. If the
transaction is implemented by way of UK takeover offer, it will be done in compliance with the applicable rules under the US
Exchange Act of 1934, including any applicable exemptions provided under Rule 14d-1(d) thereunder.
This filing 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. No offering of securities shall be made except by means of a prospectus
meeting the requirements of Section 10 of the Securities Act of 1933, as amended.
Date: 06/05/2016 08:01:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of
the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct,
indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on,
information disseminated through SENS.
Sharenet Sites 
