SAB1 Apr 2011 08:13
SABMiller plc
Bavaria S.A. - Bond and Commercial Paper Programme and Exchange Offer
On 30 March 2011, SABMiller plc announced that its subsidiary, Bavaria S.A., a leading producer of lager and other beverages in the Republic of Colombia, had established a COP$ 2,500,000,000,000 (approximately US$1,325,000,000) bond and commercial paper programme, to be used primarily to refinance Bavaria S.A.'s existing COP$1,910,320,000,000 (approximately US$1,012,000,000) bonds by means of an exchange offer under which bondholders would be offered new securities, in the form of bonds and commercial paper, in exchange for the existing bonds.
The exchange offer was accepted by bondholders representing approximately 92.66% of the aggregate face amount of the existing bonds and, on 31 March 2011, Bavaria S.A. issued new securities with an aggregate face amount of COP$ 1,881,190,700,000 (approximately US$1,006,000,000). The new securities have been registered for trading in the secondary market of the Colombian Stock Exchange (Bolsa de Valores de Colombia) and admitted to the official list of the Cayman Islands Stock Exchange.
The new securities benefit from a guarantee by SABMiller plc, which places bondholders in a pari passu position with the holders of other unsecured debt obligations of SABMiller plc in the circumstances described in the programme documents. This reflects SABMiller plc's policy of reducing the level of priority debt in the group. The programme will also be available to fund working capital and for other purposes, although no further issues are contemplated at this time.
Correval S.A. acted as local structuring and placement agent in relation to the exchange offer and Bank of America Merrill Lynch acted as international structuring agent and financial advisor to SABMiller plc. Deceval acted as information agent and exchange agent.