What is the primary purpose of this 8-K filing?

The primary purpose of this 8-K filing is to announce Kraft Foods Inc.'s intention to issue $500 million in 6.75% Notes due 2014 and to provide details regarding the terms of this debt offering, including the underwriting agreement and key provisions of the notes.

What are the key protective features for investors in these Notes?

Key protective features for investors include covenants that restrict Kraft's ability to take on secured debt and engage in sale and leaseback transactions beyond certain limits. Additionally, a change of control event, combined with a downgrade to below investment grade by major rating agencies, triggers a mandatory offer to repurchase the Notes at a premium (101% of principal plus accrued interest).

What is the maturity date and interest payment schedule for the new Notes?

The Notes will mature on February 19, 2014. Interest will be paid semiannually on February 19 and August 19 of each year, with the first payment expected on February 19, 2009.

Are there any potential risks or specific conditions associated with holding these Notes?

While the Notes are senior unsecured obligations, they are subject to the general credit risk of Kraft Foods. Investors should pay attention to the change of control provisions and the potential for Kraft to redeem the notes under specific tax event conditions, as detailed in the Prospectus Supplement.

MDLZ 8-K SEC Disclosure

Summary

This 8-K filing from Kraft Foods Inc. (predecessor to Mondelez International) on December 19, 2008, announces the issuance of $500 million in 6.75% Notes due 2014. The offering is being conducted through a Terms Agreement with a group of underwriters, including BNP Paribas Securities Corp., Citigroup Global Markets Inc., Deutsche Bank Securities Inc., and Greenwich Capital Markets, Inc. These notes are senior unsecured obligations of Kraft Foods and are governed by an Indenture originally dated October 17, 2001. Investors should note that the Notes carry certain covenants that limit Kraft's ability to incur secured debt and engage in sale and leaseback transactions. A significant event for bondholders is the provision for a change of control trigger, which, if combined with a downgrade below investment grade by major rating agencies, would require Kraft to make a tender offer for the Notes at 101% of their principal amount plus accrued interest. The filing also details the redemption provisions related to specific tax events.

Key Highlights

1Kraft Foods Inc. is issuing $500 million in aggregate principal amount of 6.75% Notes due February 19, 2014.
2The Notes are senior unsecured obligations, ranking equally with other existing and future senior unsecured indebtedness of Kraft Foods.
3The issuance is facilitated by a Terms Agreement with several underwriters, including BNP Paribas, Citigroup, Deutsche Bank, and Greenwich Capital.
4The Notes are subject to covenants limiting the incurrence of secured debt and sale and leaseback transactions above certain thresholds.
5A change of control event, coupled with a credit rating downgrade to below investment grade by Moody's, S&P, or Fitch, will trigger a mandatory repurchase offer at 101% of principal plus accrued interest.
6Kraft may redeem the Notes upon the occurrence of specified tax events.
7Interest on the Notes is payable semiannually on February 19 and August 19, commencing February 19, 2009.

Mondelez International, Inc. 8-K Report, Corporate Update (Dec 19, 2008)

Summary

Key Highlights

Frequently Asked Questions