Restaurant Brands International Inc. Announces Closing of First Lien Senior Secured Notes Offering and Refinancing of First Lien Term Loan Facility

OAKVILLE, ON, May 22, 2015 /CNW/ - Restaurant Brands International Inc. (TSX/NYSE: QSR, TSX: QSP) ("RBI") and 1011778 B.C. Unlimited Liability Company and New Red Finance, Inc. (the "Issuers") announced today that the Issuers have closed their previously announced private offering of $1,250 million in aggregate principal amount of 4.625% First Lien Senior Secured Notes (the "Notes"). The Notes were offered at an original issue price of 100.00% and will mature on January 15, 2022. The Notes are first lien senior secured obligations and will rank pari passu in right of payment with all of the Issuers' existing and future senior indebtedness, including the Issuers' first lien term loan facility (the "First Lien Term Loan Facility"). The Notes will be guaranteed on a senior secured basis by certain of their existing and future direct and indirect wholly owned restricted subsidiaries organized in the U.S. and Canada.

The net proceeds from the offering of the Notes, together with cash on hand, were used to repay approximately $1,550 million of the amount outstanding under the First Lien Term Loan Facility.

The Issuers also announced today the closing of the refinancing of their First Lien Term Loan Facility resulting in an interest rate reduction to LIBOR + 2.75% with a 1.00% LIBOR floor.  The facility has a maturity date of December 12, 2021.

The Notes and the related guarantees have not been registered under the Securities Act of 1933, as amended (the "Securities Act"), and may not be offered or sold in the U.S. absent registration or an applicable exemption from the registration requirements under the Securities Act and applicable state securities laws.

This press release does 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.

About Restaurant Brands International

Restaurant Brands International Inc. is one of the world's largest quick service restaurant companies with over $23 billion in system-wide sales and over 19,000 restaurants in approximately 100 countries and U.S. territories. RBI owns two of the world's most prominent and iconic quick service restaurant brands – TIM HORTONS^® and BURGER KING^®. These independently operated brands have been serving their respective guests, franchisees and communities for over 50 years. To learn more about RBI, please visit the company's website at www.rbi.com.

Forward-Looking Statements

This press release includes forward-looking statements, which are often identified by the words "may," "might," "believes," "thinks," "anticipates," "plans," "expects," "intends" or similar expressions and reflect management's expectations regarding future events and operating performance and speak only as of the date hereof. These forward-looking statements include statements about RBI's expectations and belief regarding its existing First Lien Term Loan Facility and Notes. The factors that could cause actual results to differ materially from RBI's expectations are detailed in filings of RBI with the U.S. Securities and Exchange Commission and on SEDAR in Canada, such as its annual and quarterly reports and current reports on Form 8-K, and include the following: risks related to RBI's substantial indebtedness, which could adversely affect its financial condition and prevent it from fulfilling its obligations. RBI undertakes no obligation to update forward-looking statements to reflect events or circumstances after the date hereof.

SOURCE Restaurant Brands International

Contacts: Investors, Andrea John, Investor Relations [phone]; [email protected]; Media, Patrick McGrade, Corporate Affairs [phone]; [email protected]