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ANHEUSER-BUSCH INBEV SA/NV - Anheuser-Busch InBev Announces Final Results of Tender Offers for Up To EUR 2 Billion of Four Series of EUR Notes

Release Date: 03/07/2020 15:19
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Anheuser-Busch InBev Announces Final Results of Tender Offers for Up To EUR 2 Billion of Four Series of EUR 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 Final
                                               Results of Tender Offers for Up To EUR 2
                                                 Billion of Four Series of EUR Notes

NOT FOR DISTRIBUTION IN OR INTO OR TO ANY PERSON LOCATED OR RESIDENT IN THE UNITED
STATES, ITS TERRITORIES AND POSSESSIONS (INCLUDING PUERTO RICO, THE U.S. VIRGIN ISLANDS,
GUAM, AMERICAN SAMOA, WAKE ISLAND AND THE NORTHERN MARIANA ISLANDS, ANY STATE OF THE
UNITED STATES AND THE DISTRICT OF COLUMBIA) OR TO ANY U.S. PERSON (AS DEFINED IN THE
TENDER OFFER MEMORANDUM) OR IN OR INTO ANY OTHER JURISDICTION WHERE IT IS UNLAWFUL TO
DISTRIBUTE THIS ANNOUNCEMENT.

3 July 2020 – Anheuser-Busch InBev SA/NV (“AB InBev”) (Euronext: ABI) (NYSE: BUD) (MEXBOL: ANB) (JSE:
ANH) today announces the final results of its invitations to holders of its outstanding (i) EUR 750,000,000 4.00 per
cent. Notes due 2021 (ISIN: BE6221503202) (the “June 2021 Notes”), (ii) EUR 650,000,000 1.950 per cent. Notes
due 2021 (ISIN: BE6265141083) (the “September 2021 Notes”), (iii) EUR 2,000,000,000 0.875 per cent. Notes due
2022 (ISIN: BE6285452460) (the “March 2022 Notes”) and (iv) EUR 1,000,000,000 0.800 per cent. Notes due 2023
(ISIN: BE6276039425) (the “April 2023 Notes”) (each a “Series” and together the “Notes”) to tender such Notes for
purchase by AB InBev for cash (each such invitation an “Offer” and together the “Offers”). The Offers were made
on the terms and subject to the conditions contained in the tender offer memorandum dated 25 June 2020 (the
“Tender Offer Memorandum”) and are subject to the offer restrictions more fully described in the Tender Offer
Memorandum. Capitalised terms used and not otherwise defined in this announcement have the meanings given
in the Tender Offer Memorandum.

AB InBev today announces that it will accept validly tendered Notes pursuant to the Offers for purchase in cash in
an aggregate principal amount of EUR 1,065,708,000, of which (i) an amount of EUR 230,628,000 in principal
amount relates to the June 2021 Notes, (ii) an amount of EUR 123,487,000 in principal amount relates to the
September 2021 Notes, (iii) an amount of EUR 355,924,000 in principal amount relates to the March 2022 Notes
and (iv) an amount of EUR 355,669,000 in principal amount relates to the April 2023 Notes.


 
The final results of the Offers are as follows:



                                                   Aggregate                                      Aggregate
                                                   Principal           Fixed                      Principal      Series         Pro-
           Description                             Amount              Purchase    Purchase       Amount         Acceptance     ration
           of Notes              ISIN              Outstanding         Yield       Price*         Tendered       Amount         Factor
           EUR 750,000,000      BE6221503202            EUR            -0.05 per   EUR                EUR            EUR        Not
           4.00 per cent.                            750,000,000       cent.       1,036.63        230,628,000    230,628,000   Applicable
           Notes due 2021                                                          (103.663 per
           (the "June 2021                                                         cent. of
           Notes")                                                                 principal)

           EUR 650,000,000      BE6265141083            EUR            -0.05 per   EUR                EUR            EUR        Not
           1.950 per cent.                           650,000,000       cent.       1,024.66        123,487,000    123,487,000   Applicable
           Notes due 2021                                                          (102.466 per
           (the "September                                                         cent. of
           2021 Notes")                                                            principal)

           EUR                  BE6285452460            EUR            -0.05 per   EUR                EUR            EUR        Not
           2,000,000,000                            2,000,000,000      cent.       1,015.67        355,924,000    355,924,000   Applicable
           0.875 per cent.                                                         (101.567 per
           Notes due 2022                                                          cent. of
           (the "March 2022                                                        principal)
           Notes")

           EUR                  BE6276039425            EUR            -0.05 per   EUR                EUR            EUR        Not
           1,000,000,000                            1,000,000,000      cent.       1,023.71        355,669,000    355,669,000   Applicable
           0.800 per cent.                                                         (102.371 per
           Notes due 2023                                                          cent. of
           (the "April 2023                                                        principal)
           Notes")

           * Shown per EUR 1,000 in principal amount of the relevant Notes.




AB InBev will also pay an Accrued Interest Payment in respect of Notes accepted for purchase pursuant to the Offers.

The Offers remain subject to the conditions and restrictions set out in the Tender Offer Memorandum. The expected
Settlement Date is 7 July 2020.

All Notes repurchased pursuant to the Offers will be cancelled.

Full details concerning the Offers are set out in the Tender Offer Memorandum.

BNP Paribas (Telephone: +33 1 55 77 78 94; Email: liability.management@bnpparibas.com; Attention: Liability
Management Group) and Deutsche Bank Aktiengesellschaft (Telephone: +44 (0)20 7545 8011; Attention: Liability
Management Group) are acting as Dealer Managers and Lucid Issuer Services Limited (Telephone: +44 20 7704
0880; Email: ab-inbev@lucid-is.com; Attention: Thomas Choquet) is acting as Tender Agent.




                                                                                                                                             
 ab-inbev.com
DISCLAIMER This announcement must be read in conjunction with the Tender Offer Memorandum. No offer or
invitation to acquire or sell any securities is being made pursuant to this announcement. The Dealer Managers do
not take responsibility for the contents of this announcement. The distribution of this announcement and the Tender
Offer Memorandum in certain jurisdictions may be restricted by law. Persons into whose possession this
announcement and/or the Tender Offer Memorandum come into are required by each of AB InBev, the Dealer
Managers and the Tender Agent to inform themselves about, and to observe, any such restrictions.



    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 23 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).




                                                                                                                                                                

        ANHEUSER-BUSCH INBEV CONTACTS

       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

       Fixed Income Investors

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


 3 July 2020
 Sponsor: Questco Corporate Advisory Proprietary Limited


Date: 03-07-2020 03:19:00
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