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SABMiller announces a Rand 1.6 billion bond issue and debt refinancing

16 July 2007

SABMiller plc, the world’s second largest brewer by volume, announces that its wholly owned subsidiary, SABSA Holdings (Pty) Ltd, has successfully priced a 5-year Rand 1.6 billion note issue in South Africa. The notes, issued under a Rand 4 billion Domestic Medium Term Note Programme, are guaranteed by SABMiller plc and will be listed on BESA, the South African Bond Exchange. Moody’s Investors Service and Standard & Poor’s Ratings Services have assigned the programme long-term ratings for South Africa of ‘Aa3za’ and ‘zaAA’ respectively.

The notes will be issued in one tranche of Rand 1.6 billion of 5-year notes with a coupon of 9.935%.

The net proceeds of the notes will be used to repay part of existing loan facilities that were utilised to fund The South African Breweries Ltd. The settlement of the issue will be on 19 July 2007.

In due course, short term commercial paper will be issued under the Rand 4 billion Domestic Medium Term Note Programme. Moody’s Investors Service and Standard & Poor’s Ratings Services have assigned the programme short-term ratings for South Africa of ‘P-1za’ and ‘zaA-1’ respectively.

Malcolm Wyman, Chief Financial Officer, SABMiller plc, said “We are very pleased by the reception of bond investors to the return of the SABMiller group to the capital markets in South Africa. Investors’ recognition of the strength of SABMiller’s business mix and cash flow generation has enabled us to undertake this important refinancing at competitive pricing levels which have been improved further by hedging activities undertaken ahead of the issuance.”

The notes were placed by Standard Bank and Rand Merchant Bank, a division of FirstRand Bank Limited.

This announcement may not be distributed, directly or indirectly, in or into the United States, Canada, Australia or Japan.

The notes and the related guarantees have not been, and will not be, registered under the U.S. Securities Act of 1933, as amended (the “Securities Act”), and may not be offered or sold in the United States (as such term is defined in Regulation S under the Securities Act) unless they are registered under the Securities Act or pursuant to an exemption from registration. No public offer of the notes or the related guarantees is being made in the United States.

This announcement does not constitute or form part of any offer to sell or any solicitation of an offer to purchase nor shall it, or the fact of its distribution, form the basis of, or be relied on in any purchase. This announcement and any subsequent offer of securities may be restricted by law in certain jurisdictions and persons receiving this announcement or any subsequent offer should inform themselves about and observe any such restriction. Failure to comply with such restrictions may violate securities laws of any such jurisdiction.

The purchase of the notes was made on the basis of the information contained in the formal programme memorandum (the "Programme Memorandum") and any supplement or amendment thereto. The Programme Memorandum contains detailed information about SABSA Holdings (Pty) Limited and SABMiller plc, as well as financial statements and other financial data.

Ends

About SABMiller plc

SABMiller plc is one of the world’s largest brewers with brewing interests or distribution agreements in over 60 countries across six continents. The group’s brands include premium international beers such as Miller Genuine Draft, Peroni Nastro Azzurro and Pilsner Urquell, as well as an exceptional range of market leading local brands.  Outside the USA, SABMiller plc is also one of the largest bottlers of Coca-Cola products in the world.

In the year ended 31 March 2007, the group reported US$3,154 million adjusted pre-tax profit and revenue of US$18,620 million.   SABMiller plc is listed on the London and Johannesburg stock exchanges.

This announcement is available on the company website: www.sabmiller.com.

High resolution images are available for the media to view and download free of charge from www.sabmiller.com or http://www.newscast.co.uk.

Enquiries

SABMiller plc
Tel:  +44 20 7659 0100

Sue Clark 
Director of Corporate Affairs 
Tel:  +44 20 7659 0184

David Mallac
Group Treasurer
Tel: +44 1483 264000

Gary Leibowitz
Senior Vice President, Investor Relations
Tel: +44 20 7659 0119

Nigel Fairbrass
Head of Media Relations
Tel: +44 7799 894265

This announcement does not constitute an offer to sell or issue or the solicitation of an offer to buy or acquire securities of SABMiller plc (the Company) or any of its affiliates in any jurisdiction or an inducement to enter into investment activity. Any information contained in this announcement on the price at which the Company's securities have been bought or sold in the past, or on the yield on such securities, should not be relied upon as a guide to future performance.

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