Summary
Mondelēz International, Inc. (MDLZ) filed an 8-K on October 2, 2019, to report on a debt issuance by its wholly-owned Dutch subsidiary, Mondelez International Holdings Netherlands B.V. (MIHNBV). MIHNBV issued €500 million in aggregate principal amount of 0.875% Notes due 2031. This issuance is exempt from SEC registration and is guaranteed by the parent company, Mondelēz International, Inc., on a senior unsecured basis. Investors should note that these Notes are not registered under the Securities Act and are subject to transfer and resale restrictions. The covenants within the indenture are standard for senior unsecured notes and include limitations on liens, sale and leaseback transactions, and asset disposals. A key provision for investors is the change of control clause, which triggers a mandatory repurchase offer at 101% of principal if a change of control event occurs in conjunction with a below-investment-grade rating downgrade by both Moody's and S&P.
Key Highlights
- 1Mondelēz International Holdings Netherlands B.V. issued €500 million of 0.875% Notes due 2031.
- 2The Notes are fully and unconditionally guaranteed by the parent company, Mondelēz International, Inc.
- 3The issuance was made under an exemption from SEC registration requirements.
- 4The Notes are senior unsecured obligations.
- 5Standard covenants limit debt with liens, sale/leaseback transactions, and asset transfers.
- 6A change of control event coupled with a dual credit rating downgrade triggers a mandatory repurchase offer at 101% of principal.