Oakville / CA. (rbi) Restaurant Brands International Inc. (RBI) and Restaurant Brands International Limited Partnership (RBI LP) announced the receipt of initial Exchange Notices related to units of RBI LP. In connection with the creation of RBI in December of 2014, shareholders of Burger King Worldwide Inc. had the ability to elect to receive units in RBI LP in lieu of shares of RBI. Units in RBI LP can be sold in the open market and are exchangeable for shares of RBI on a 1:1 basis. The exchange of RBI LP units for shares of RBI is subject to a one year restriction period, which ends on December 12, 2015. Approximately 265 million RBI LP units are currently outstanding.
RBI has received Exchange Notices representing 30.9 million units, including 25.7 million units held by 3G Restaurant Brands Holdings LP (RBH), an affiliate of 3G Capital Partners. The units represented by the Exchange Notices from RBH comprise approximately 10.5 percent of RBH’s current holdings in RBI and do not include any RBI LP units owned directly or indirectly by the partners of 3G Capital.
Pursuant to the limited partnership agreement, RBI LP will satisfy the initial Exchange Notices by repurchasing 8.15 million RBI LP units in exchange for approximately 300 million USD in excess cash and exchanging 22.8 million RBI LP units for the same number of newly issued RBI shares. The exchange requests received to date will be satisfied on or after December 14, 2015, and the repurchase of RBI LP units for cash will be based on the 20-day volume weighted average price of RBI shares traded on the NYSE in US Dollars, per the terms of the limited partnership agreement.
Daniel Schwartz, RBI CEO: «We continue to be encouraged by the progress we have made in our first full year as RBI and are excited about the prospects for the «Tim Hortons» and «Burger King» brands in the years to come. The repurchase of 8.15 million RBI LP units is reflective of the confidence we have in our business and is consistent with our balanced approach to capital allocation. We are very pleased to have the continued long-term support from 3G Capital and its partners, who share in our vision to grow both of our iconic brands» (Image: pixabay.com).