Summary
Mondelēz International, Inc. (MDLZ) reported through its wholly-owned Dutch subsidiary, Mondelez International Holdings Netherlands B.V. (MIHNBV), the issuance of $1 billion in aggregate principal amount of debt securities. This issuance comprises $500 million of 2.125% Notes due 2022 and $500 million of 2.250% Notes due 2024. The notes are guaranteed by the parent company, Mondelēz International, Inc., on a senior unsecured basis. The transaction was conducted in a private placement, exempt from Securities Act registration requirements. These new notes are intended to further diversify the company's funding sources and manage its capital structure. The covenants associated with these notes are generally consistent with existing debt agreements, including restrictions on liens, sale and leaseback transactions, and asset transfers. A specific provision allows for a purchase offer at 101% of principal if a change of control event coincides with a rating downgrade below investment grade. Investors should note the notes are subject to transfer restrictions.
Key Highlights
- 1Issuance of $1 billion in new debt: $500 million of 2.125% Notes due 2022 and $500 million of 2.250% Notes due 2024.
- 2The new debt is issued by a wholly-owned Dutch subsidiary (MIHNBV) and guaranteed by the parent company (MDLZ) on a senior unsecured basis.
- 3The issuance was conducted as a private placement, exempt from registration under the Securities Act.
- 4Interest payments are semi-annual, due on March 19 and September 19 each year.
- 5Covenants include customary restrictions on liens, sale and leaseback transactions, and asset disposals.
- 6A change of control provision requires a 101% purchase offer if combined with a sub-investment grade rating downgrade.
- 7The notes are subject to transferability and resale restrictions.