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Anheuser-Busch InBev Launches Cash Tender Offers for up to USD 3.5 Billion Aggregate Purchase Price

Published: 2022-11-16 11:09:26 ET
<<<  go to JSE:ANH company page
Anheuser-Busch InBev SA/NV
(Incorporated in the Kingdom of Belgium)
Register of Companies Number: 0417.497.106
Euronext Brussels Share Code: ABI
Mexican Stock Exchange Share Code: ANB
NYSE ADS Code: BUD
JSE Share Code: ANH
ISIN: BE0974293251
(“AB InBev” or the “Company”)

Anheuser-Busch InBev Launches Cash Tender
Offers for up to USD 3.5 Billion Aggregate
Purchase Price of Twelve Series of USD Notes
and Two Series of GBP Notes
16 November 2022 – Anheuser-Busch InBev SA/NV (“AB InBev”) (Euronext: ABI) (NYSE:
BUD) (MEXBOL: ANB) (JSE: ANH) today announced the commencement of offers to
purchase for cash any validly tendered (and not validly withdrawn) and accepted notes up to
an aggregate purchase price (excluding accrued and unpaid interest) of US$3.5 billion (such
amount, as the same may be increased or decreased, the “Offer Cap”) of (i) two series of
GBP notes issued by AB InBev (collectively, the “GBP Notes”) and (ii) seven series of USD
notes issued by its wholly-owned subsidiary Anheuser-Busch InBev Worldwide Inc.
(“ABIWW” or a “Company”), three series of USD notes issued by its wholly-owned subsidiary
Anheuser-Busch InBev Finance Inc. (“ABIFI” or a “Company”) and two series of USD notes
issued by its wholly-owned subsidiaries ABIWW and Anheuser-Busch Companies, LLC
(“ABC” or a “Company”, and together with AB InBev, ABIWW and ABIFI, the “Companies”)
(collectively, the “USD Notes”, and together with the GBP Notes, the “Notes”), as described
in the table set forth under “Tender Offers” below (the “Tender Offers”).
The Tender Offers are being made upon the terms and subject to the conditions set forth in
the offer to purchase dated 16 November 2022 (the “Offer to Purchase”). Terms not defined
in this announcement have the meanings given to them in the Offer to Purchase. Copies of
the Offer to Purchase are available to holders through the information agent, Global
Bondholder Services Corporation, at their website https://gbsc-usa.com/registration/abi or by
calling +1 (855) 654-2014 (toll free) or +1 212-430-3774 (for banks and brokers).
Upon the terms and subject to the conditions set forth in the Offer to Purchase, each of AB
InBev, ABIFI, ABIWW and ABC is offering to purchase, up to the Offer Cap, the Notes issued
by it set forth in the table below, subject to the Acceptance Priority Levels (as defined below).
Notes purchased in the Tender Offers will be retired and cancelled.


 ab-inbev.com                                                                                       1
Notes Listed Below Up to the Offer Cap(a)


                                                                                           Fixed Early Tender
                                                                       Accepta            Spread Payment (per
            ISIN / (if applicable)    Outstanding              Issuer    nce              (basis   $1,000 or Bloomberg
 Title of           CUSIP              Principal      Maturity   and   Priority Reference points) £1,000, as Reference
 Notes(e)                              Amount          Date    Offeror Level(b)  Security    (c)
                                                                                                 applicable)(d) Page

                                                                               UKT 1.750%
 2.850%
                                                       May 25,                     due
Notes due     BE6295395956           £900,000,000              AB InBev   1                   100   £30       PXUK
                                                        2037                   September 7,
  2037
                                                                                  2037


 3.750%                                                                        UST 3.375%
              US03523TBQ04/                           July 15,
Notes due                            $1,000,000,000               ABIWW   2    due August     108   $30        PX1
                03523TBQ0                              2042
  2042                                                                          15, 2042



 4.000%                                                                        UST 3.375%
             US035242AB27/                            January
Notes due                            $750,000,000                 ABIFI   3    due August     112   $30        PX1
               035242AB2                              17, 2043
  2043                                                                          15, 2042


 4.600%                                                                        UST 3.000%
             US035240AU42/                            June 1,
Notes due                            $1,000,000,000               ABIWW   4    due August     132   $30        PX1
               035240AU4                               2060
  2060                                                                          15, 2052


 2.250%                                                                        UKT 0.500%
                                                       May 24,
Notes due     BE6295393936           £700,000,000              AB InBev   5    due January    105   £30       PXUK
                                                        2029
  2029                                                                          31, 2029


 4.500%                                                                        UST 3.000%
             US035240AT78/                            June 1,
Notes due                            $2,250,000,000               ABIWW   6    due August     128   $30        PX1
               035240AT7                               2050
  2050                                                                          15, 2052


 4.750%                                                                        UST 3.000%
             US035240AP56/                            April 15,
Notes due                            $1,500,000,000               ABIWW   7    due August     142   $30        PX1
               035240AP5                               2058
  2058                                                                          15, 2052


 4.600%                                                                        UST 3.000%
             US035240AN09/                            April 15,
Notes due                            $2,500,000,000               ABIWW   8    due August     130   $30        PX1
               035240AN0                               2048
  2048                                                                          15, 2052


 4.350%                                                                        UST 3.375%
             US035240AS95/                            June 1,
Notes due                            $1,000,000,000               ABIWW   9    due August     105   $30        PX1
               035240AS9                               2040
  2040                                                                          15, 2042


 4.625%                                                                        UST 3.375%
             US03524BAF31/                            February
Notes due                            $850,000,000                 ABIFI   10   due August     120   $30        PX1
               03524BAF3                               1, 2044
  2044                                                                          15, 2042




  ab-inbev.com                                                                                                   2
 4.375%                                                                        UST 3.375%
            US035240AM26/                           April 15,
Notes due                      $1,500,000,000                   ABIWW     11   due August   108    $30         PX1
              035240AM2                              2038
  2038                                                                          15, 2042

            US03522AAJ97/
              03522AAJ9
                144A:
 4.900%     US03522AAF75/                                                      UST 3.000%
              03522AAF7                            February     ABIWW
Notes due                      $9,542,514,000(f)                          12   due August   148    $30         PX1
                                                    1, 2046     and ABC
  2046          Reg S:                                                          15, 2052
            USU00323AF97/
              U00323AF9




 4.900%                                                                        UST 3.000%
            US035242AN64/                          February
Notes due                      $1,457,486,000                    ABIFI    13   due August   148    $30         PX1
              035242AN6                             1, 2046
  2046                                                                          15, 2052




(a)     The offers with respect to the Notes are subject to an Offer Cap equal to an aggregate purchase price
(excluding accrued interest) of up to $3,500,000,000, subject to the terms and conditions described in the Offer
to Purchase.
(b)     We will accept Notes in the order of their respective Acceptance Priority Level specified in the table
above (each, an “Acceptance Priority Level,” with “1” being the highest Acceptance Priority Level and “13” being
the lowest Acceptance Priority Level), subject to the terms and conditions described in the Offer to Purchase.
(c)     The applicable Fixed Spread will be used to calculate the applicable Total Consideration (as defined
below) payable for each series of Notes, which already includes the Early Tender Payment. The Total
Consideration payable pursuant to the Tender Offers will be calculated and determined as set forth in the Offer
to Purchase.
(d)    Payable in cash per each $1,000 or £1,000 principal amount, as applicable, of the specified series of
Notes validly tendered and not validly withdrawn at or prior to the Early Tender Time and accepted for purchase.
(e)    The GBP Notes are fully and unconditionally guaranteed by ABC, ABIFI, ABIWW, Brandbev S.à r.l.,
Brandbrew S.A. and Cobrew NV (the “Guarantors”). The USD Notes are fully and unconditionally guaranteed by
AB InBev and certain of its direct and indirect subsidiaries.
(f)    The $9,542,514,000 aggregate outstanding principal amount of 4.900% Notes due 2046 issued by
ABIWW and ABC consists of (i) $9,518,964,000 outstanding principal amount of 4.900% Notes due 2046 issued
by ABWW and ABC (US03522AAJ97/ 03522AAJ9) and (ii) $23,550,000 outstanding principal amount of 4.900%
Notes due 2046 issued by ABIWW and ABC (144A: US03522AAF75/ 03522AAF7 & Reg S: USU00323AF97/
U00323AF9).


The Tender Offers for the Notes will expire at 11:59 p.m., New York City time, on 14
December 2022 (the “Expiration Time”), or, in each case, any other date and time to which
the Companies extend the applicable Tender Offer. Holders must validly tender their Notes
prior to or at 5:00 p.m., New York City time, on 30 November 2022 (such date and time, as it
may be extended with respect to a series of Notes, the “Early Tender Time”), to be eligible to

  ab-inbev.com                                                                                                     3
receive the applicable Total Consideration (as defined below) which includes an amount in
cash (the “Early Tender Payment”) equal to the applicable amount set forth in the table
above under the heading “Early Tender Payment,” plus accrued interest. If Holders validly
tender their Notes after the Early Tender Time but prior to or at the applicable Expiration
Time, Holders will only be eligible to receive the applicable Tender Offer Consideration plus
accrued interest.
Notes tendered may be withdrawn prior to or at, but not after, 5:00 p.m. New York City time,
on 30 November 2022 (such date and time, as it may be extended with respect to a series of
Notes, the “Withdrawal Deadline”). The Tender Offers are subject to the satisfaction of
certain conditions, as set forth in the Offer to Purchase.
The Companies will only accept for purchase Notes up to an aggregate purchase price
(excluding accrued interest) that will not exceed the Offer Cap. Subject to applicable law, the
Companies reserve the right, but are under no obligation, to increase or decrease the Offer
Cap in respect of the Tender Offers at any time (without extending the Withdrawal Deadline or
otherwise reinstating withdrawal rights of Holders), which could result in the Companies
purchasing a greater aggregate principal amount of Notes in the Tender Offers. As more fully
described in the Offer to Purchase, if the amount of Notes validly tendered prior to the Early
Tender Time exceeds the Offer Cap, the Offerors intend (but are not obligated to) to increase
the Offer Cap by some or all of the amount of such excess, provided it will not be increased
by more than $500,000,000 to a maximum amount of $4,000,000,000.
The purchase of any series of Notes is not conditioned upon the purchase of any other series
of Notes. Any Notes validly tendered and not validly withdrawn in the Tender Offers and
accepted for purchase will be purchased by the Companies based on the Offer Cap and the
acceptance priority levels noted above (the “Acceptance Priority Levels”), each as more
fully described in the Offer to Purchase. If the purchase of all validly tendered Notes would
result in an aggregate purchase price greater than the Offer Cap, then the Tender Offers will
be oversubscribed and if the Companies accept Notes in the Tender Offers, any Notes
accepted for purchase in the lowest Acceptance Priority Level in which Notes are accepted
for purchase will be accepted for tender on a prorated basis. For the avoidance of doubt,
Notes tendered prior to or at the Early Tender Time will have priority over Notes tendered
after the Early Tender Time, regardless of the Acceptance Priority Levels. If the Offer Cap is
reached at the Early Tender Time, then no Notes tendered after the Early Tender Time will be
purchased, unless the Companies increase the Offer Cap.
Holders of Notes that are validly tendered and not validly withdrawn at or prior to the Early
Tender Time and that are accepted for purchase will receive the applicable “Total
Consideration”, which includes the Early Tender Payment for the applicable series of Notes
set forth in the table above.
Holders of any Notes that are validly tendered after the Early Tender Time but prior to or at
the Expiration Time and that are accepted for purchase will receive the applicable Total
Consideration minus the Early Tender Payment. Total Consideration minus the Early Tender
Payment is referred to as the “Tender Offer Consideration”.

 ab-inbev.com                                                                                   4
Holders are advised to check with any bank, securities broker or other intermediary through
which they hold their Notes as to when such intermediary needs to receive instructions from a
holder in order for that holder to be able to participate in the Tender Offers before the
deadlines specified herein and in the Offer to Purchase. The deadlines set by the clearing
system for the submission and withdrawal of tender instructions will also be earlier than the
relevant deadlines specified herein and in the Offer to Purchase.
Holders holding GBP Notes directly in the NBB-SSS or through a direct participant of the
NBB-SSS (other than Euroclear or Clearstream, Luxembourg) must, in order to be eligible to
participate in the GBP Tender Offers in the manner specified in the Offer to Purchase, (i)
arrange for the GBP Notes which they wish to tender to be transferred to an account in either
Euroclear or Clearstream, Luxembourg, and (ii) maintain, or where relevant, procure, access
to an account in either Euroclear or Clearstream, Luxembourg through which such GBP
Notes can be traded, and to which the Total Consideration or the Tender Offer Consideration
(as applicable) and the applicable accrued interest payment may be credited by AB InBev.
Holders of GBP Notes who do not have access to an account, as described above, in either
Euroclear or Clearstream, Luxembourg (either directly or through a direct participant or other
intermediary), or who do not transfer the GBP Notes which they wish to tender to a direct
participant in either clearing system, will not be able to submit a GBP Tender Instruction (as
defined in the Offer to Purchase) to the Tender and Information Agent and will not be eligible
to participate in the Tender Offers in the manner specified in the Offer to Purchase.
Any Holder of GBP Notes who (i) holds its GBP Notes directly, or through a direct participant
of the NBB-SSS, in an “N account” within the NBB-SSS, (ii) is not eligible, in accordance with
Article 4 of the Belgian Royal Decree of 26 May 1994, to hold its Notes (directly or indirectly)
in an “X account” within the NBB-SSS, and who is therefore unable to transfer the relevant
Notes to an account in either Euroclear or Clearstream, Luxembourg and (iii) who is eligible to
view the Offer to Purchase and make an investment decision with respect to the Tender
Offers, may contact the Tender and Information Agent for further information, using the
contact details set out below.
English, Dutch and French versions of this press release will be available on www.ab-
inbev.com.




 ab-inbev.com                                                                                    5
                        The Dealer Managers for the Tender Offers are:


                                          Lead Dealer Managers
 Barclays Bank PLC           Barclays Capital Inc.      BNP Paribas Securities       BofA Securities, Inc.
5 The North Colonnade        745 Seventh Avenue                  Corp.              620 S Tryon Street, 20th
    Canary Wharf             New York, NY 10019          787 Seventh Avenue              Floor Charlotte
   London E14 4BB           United States of America     New York, NY 10019          North Carolina 28255
   United Kingdom                                       United States of America    United States of America
                                 Attention: Liability
    Attention: Liability      Management Group              Attention: Liability       Attention: Liability
  Management Group           Collect: (212) 528-7581       Management Group           Management Group
Telephone: + 44 20 3134     Toll Free: (800) 438-3242    Collect: (212) 841-3059     Collect: (980) 387-3907
           8515                        Email:              Toll-Free: (888) 210-      Toll-Free: (888) 292-
          Email:              us.lm@barclays.com                     4358                      0070
  eu.lm@barclays.com                                               Email:                      Email:
                                                        dl.us.liability.managemen   debt_advisory@bofa.com
                                                          t@us.bnpparibas.com
                                                                                          In Europe:
                                                                                     Telephone: +33 1 877
                                                                                            01057
                                                                                        Email: DG.LM-
                                                                                       EMEA@bofa.com

     Deutsche Bank              Deutsche Bank               J.P. Morgan SE          J.P. Morgan Securities
        Securities            Aktiengesellschaft              Taunustor 1                     LLC
       Attn: Liability       Mainzer Landstraβe 11-          (TaunusTurm)            383 Madison Avenue
  Management Group                     17               60310 Frankfurt am Main      New York, NY 10179
   1 Columbus Circle        60329 Frankfurt am Main            Germany              United States of America
 New York, NY 10019                 Germany
Toll free: (866) 627-0391    Tel: +44 20 7545 8011             Attn: Liability           Attn: Liability
Collect: (212) 250-2955                                   Management Group           Management Group
                                                          Collect: +44 20 7134      Collect: (212) 834-8553
                                                                   2468              Toll-Free: (866) 834-
                                                                  Email:                      4666
                                                        Liability_management_E
                                                          MEA@jpmorgan.com




ab-inbev.com                                                                                                   6
                                            Co-Dealer Managers

   Citigroup Global Markets Inc.         Santander Investment Securities      Wells Fargo Securities, LLC
  388 Greenwich Street, Trading 4th                     Inc.                  550 South Tryon Street, 5th
                Floor                          437 Madison Avenue                         Floor
     New York, New York 10013                        7th Floor                    Charlotte, NC 28202
      United States of America                 New York, NY 10022              United States of America
                                             United States of America
    Attention: Liability Management                                            Attention: Liability Management
                  Group                    Attention: Liability Management                   Group
      Collect: +1 (212) 723-6106                  Fax: 212-407-0930              Collect: +1 (704) 410-4759
     Toll-Free: +1 (800) 558-3745                 Toll: 212-940-1442            Toll-Free: +1 (866) 309-6316
                  Email:                       Toll-Free: 855-404-3636          Europe: +33 (0)1 85 14 06 61
   ny.liabilitymanagement@citi.com                                                           Email:
                                                                             liabilitymanagement@wellsfargo.
                                                                                              com




                 The Tender and Information Agent for the Tender Offers is:

                            Global Bondholders Services Corporation
                                        65 Broadway – Suite 404
                                       New York, New York 10006
                                       Attention: Corporate Actions
                        Bank and Brokers Call Collect: +1 (212) 430-3774
                       All Others Please Call Toll-Free: +1 (855) 654-2014
                           Fax: +1 (212) 430-3775 or +1 (212) 430-3779
                                      E-mail: contact@gbsc-usa.com


Non-U.S. Distribution Restrictions
Italy. None of the Tender Offers, this announcement, the Offer to Purchase or any other
documents or materials relating to the Tender Offers have been or will be submitted to the
clearance procedure of the Commissione Nazionale per le Società e la Borsa (“CONSOB”)
pursuant to applicable Italian laws and regulations. The Tender Offers are being carried out in
the Republic of Italy (“Italy”) as exempted offers pursuant to article 101-bis, paragraph 3-bis of
the Legislative Decree No. 58 of February 24, 1998, as amended (the “Financial Services

 ab-inbev.com                                                                                              7
Act”) and article 35-bis, paragraph 4 of CONSOB Regulation No. 11971 of May 14, 1999, as
amended. Holders or beneficial owners of the Notes that are resident or located in Italy can
tender their Notes for purchase through authorized persons (such as investment firms, banks
or financial intermediaries permitted to conduct such activities in Italy in accordance with the
Financial Services Act, CONSOB Regulation No. 20307 of February 15, 2018, as amended,
and Legislative Decree No. 385 of September 1, 1993, as amended) and in compliance with
any other applicable laws and regulations and with any requirements imposed by CONSOB or
any other Italian authority. Each intermediary must comply with applicable laws and
regulations concerning information duties vis-à-vis its clients in connection with the Notes or
the Offer to Purchase.
United Kingdom. The communication of this announcement, the Offer to Purchase and any
other documents or materials relating to the Tender Offers is not being made by and such
documents and/or materials have not been approved by an “authorised person” for the
purposes of section 21 of the Financial Services and Markets Act 2000 (the “FSMA”).
Accordingly, such documents and/or materials are not being distributed to, and must not be
passed on to, the general public in the United Kingdom. The communication of such
documents and/or materials is exempt from the restriction on financial promotions under
section 21(1) of the FSMA on the basis that it is only directed at and may only be
communicated to: (1) persons who are outside of the United Kingdom; (2) investment
professionals falling within the definition contained in Article 19(5) of the Financial Services
and Markets Act 2000 (Financial Promotion) Order 2005 (the “Order”); (3) those persons who
are existing members or creditors of the Companies or other persons falling within Article
43(2) of the Order; or (4) any other persons to whom such documents and/or materials may
lawfully be communicated in accordance with the Order (all such persons together being
referred to as “relevant persons”). This announcement, the Offer to Purchase and any other
documents or materials relating to the Tender Offers are only available to relevant persons.
Any person who is not a relevant person should not act or rely on this document or any of its
contents.
France. The Tender Offers are not being made, directly or indirectly, in the Republic of
France (other than to qualified investors as described below). This announcement, the Offer
to Purchase and any other document or material relating to the Tender Offers have only been,
and shall only be, distributed in the Republic of France to qualified investors as defined in
Article 2(e) of Regulation (EU) 2017/1129 (the “Prospectus Regulation”). None of this
announcement, the Offer to Purchase nor any other documents or materials relating to the
Tender Offers have been or will be submitted for clearance to the Autorité des marchés
financiers.
Belgium. None of this announcement, the Offer to Purchase nor any other documents or
materials relating to the Tender Offers have been, or will be, submitted or notified to, or
approved or recognized by, the Belgian Financial Services and Markets Authority (“Autorité
des services et marchés financiers”/“Autoriteit voor Financiële Diensten en Markten”). The
Tender Offers are not being made in Belgium by way of a public offering within the meaning
of Articles 3, §1, 1° and 6, §1 of the Belgian Law of April 1, 2007 on public takeover bids (“loi

 ab-inbev.com                                                                                       8
relative aux offres publiques d’acquisition”/ “wet op de openbare overnamebiedingen”), as
amended or replaced from time to time. Accordingly, the Tender Offers may not be, and are
not being, advertised and the Tender Offers will not be extended and this announcement, the
Offer to Purchase and any other documents or materials relating to the Tender Offers
(including any memorandum, information circular, brochure or any similar documents) may
not, have not, and will not, be distributed or made available, directly or indirectly, to any
person in Belgium other than to “qualified investors” (“investisseur qualifié”/“gekwalificeerde
belegger”) within the meaning of Article 2(e) of the Prospectus Regulation acting on their own
account. Insofar as Belgium is concerned, the Tender Offers are made only to qualified
investors, as this term is defined above. Accordingly, the information contained in this
announcement, the Offer to Purchase or in any other documents or materials relating to the
Tender Offers may not be used for any other purpose or disclosed or distributed to any other
person in Belgium.
Legal Notices
This announcement is for informational purposes only and is not an offer to sell or purchase,
a solicitation of an offer to purchase or a solicitation of consents with respect to any securities.
There will there be no sale of these securities in any state or other jurisdiction in which such
offer, solicitation or sale would be unlawful prior to registration or qualification under the
securities laws of any such state or other jurisdiction.
This announcement does not describe all the material terms of the Tender Offers and no
decision should be made by any Holder on the basis of this announcement. The terms and
conditions of the Tender Offers are described in the Offer to Purchase. This announcement
must be read in conjunction with the Offer to Purchase. The Offer to Purchase contains
important information which should be read carefully before any decision is made with respect
to the Tender Offers. If any Holder is in any doubt as to the contents of this announcement, or
the Offer to Purchase, or the action it should take, it is recommended to seek its own financial
and legal advice, including in respect of any tax consequences, immediately from its
stockbroker, bank manager, solicitor, accountant or other independent financial, tax or legal
adviser. Any individual or company whose Notes are held on its behalf by a broker, dealer,
bank, custodian, trust company or other nominee must contact such entity if it wishes to
tender such Notes pursuant to the Tender Offers.
None of the Companies, the Dealer Managers or their affiliates, their respective boards of
directors, the Tender and Information Agent, the trustee with respect to the USD Notes or any
of their respective affiliates makes any recommendation, or has expressed an opinion, as to
whether or not Holders should tender their Notes, or refrain from doing so, pursuant to the
Tender Offers. Each Holder should make its own decision as to whether to tender its Notes
and if so, the principal amount of the Notes to tender.
The Companies have not filed this announcement or the Offer to Purchase with, and
they have not been reviewed by, any federal or state securities commission or
regulatory authority of any country. No authority has passed upon the accuracy or


 ab-inbev.com                                                                                      9
adequacy of the Tender Offers, and it is unlawful and may be a criminal offense to
make any representation to the contrary.
The Offer to Purchase does not constitute an offer to purchase Notes in any jurisdiction in
which, or to or from any person to or from whom, it is unlawful to make such offer under
applicable securities or blue sky laws. The distribution of the Offer to Purchase in certain
jurisdictions is restricted by law. Persons into whose possession the Offer to Purchase comes
are required by each of the Companies, the Dealer Managers, the Tender and Information
Agent to inform themselves about, and to observe, any such restrictions.




 ab-inbev.com                                                                              10
Anheuser-Busch InBev Contacts

Investors                                                                Media
Shaun Fullalove                                                          Kate Laverge
Tel: +1 212 573 9287                                                     Tel: +1 917 940 7421
E-mail: shaun.fullalove@ab-inbev.com                                     E-mail: kate.laverge@ab-inbev.com

Maria Glukhova                                                           Ana Zenatti
Tel: +32 16 276 888                                                      Tel: +1 646 249 5440
E-mail: maria.glukhova@ab-inbev.com                                      E-mail: ana.zenatti@ab-inbev.com

Cyrus Nentin                                                             Fallon Buckelew
Tel: +1 646 746 9673                                                     Tel: +1 310 592 6319
E-mail: cyrus.nentin@ab-inbev.com                                        E-mail: fallon.buckelew@ab-inbev.com

Fixed Income Investors
Patrick Ryan
Tel: +1 646 746 9667
E-mail: patrick.ryan@ab-inbev.com

16 November 2022
JSE Sponsor: Questco Corporate Advisory Proprietary Limited


 About Anheuser-Busch InBev
 Anheuser-Busch InBev is a publicly traded company (Euronext: ABI) based in Leuven, Belgium, with secondary listings on the Mexico
 (MEXBOL: ANB) and South Africa (JSE: ANH) stock exchanges and with American Depositary Receipts on the New York Stock Exchange
 (NYSE: BUD). As a company, we dream big to create a future with more cheers. We are always looking to serve up new ways to meet
 life’s moments, move our industry forward and make a meaningful impact in the world. We are committed to building great brands that
 stand the test of time and to brewing the best beers using the finest ingredients. Our diverse portfolio of well over 500 beer brands includes
 global brands Budweiser®, Corona® and Stella Artois®; multi-country brands Beck’s®, Hoegaarden®, Leffe® and Michelob ULTRA®;
 and local champions such as Aguila®, Antarctica®, Bud Light®, Brahma®, Cass®, Castle®, Castle Lite®, Cristal®, Harbin®, Jupiler®,
 Modelo Especial®, Quilmes®, Victoria®, Sedrin®, and Skol®. Our brewing heritage dates back more than 600 years, spanning continents
 and generations. From our European roots at the Den Hoorn brewery in Leuven, Belgium. To the pioneering spirit of the Anheuser & Co
 brewery in St. Louis, US. To the creation of the Castle Brewery in South Africa during the Johannesburg gold rush. To Bohemia, the first
 brewery in Brazil. Geographically diversified with a balanced exposure to developed and developing markets, we leverage the collective
 strengths of approximately 169,000 colleagues based in nearly 50 countries worldwide. For 2021, AB InBev’s reported revenue was 54.3
 billion USD (excluding JVs and associates).




 ab-inbev.com                                                                                                                                 11
Forward-Looking Statements
This release contains “forward-looking statements”. These statements are based on the current expectations and views of future events
and developments of the management of AB InBev and are naturally subject to uncertainty and changes in circumstances. The forward-
looking statements contained in this release include statements other than historical facts and include statements typically containing
words such as “will”, “may”, “should”, “believe”, “intends”, “expects”, “anticipates”, “targets”, “estimates”, “likely”, “foresees” and words of
similar import. All statements other than statements of historical facts are forward-looking statements. You should not place undue reliance
on these forward-looking statements, which reflect the current views of the management of AB InBev, are subject to numerous risks and
uncertainties about AB InBev and are dependent on many factors, some of which are outside of AB InBev’s control. There are important
factors, risks and uncertainties that could cause actual outcomes and results to be materially different, including, but not limited to, the
effects of the COVID-19 pandemic and uncertainties about its impact and duration and the risks and uncertainties relating to AB InBev
described under Item 3.D of AB InBev’s Annual Report on Form 20-F filed with the U.S. Securities and Exchange Commission (“SEC”)
on 18 March 2022. Many of these risks and uncertainties are, and will be, exacerbated by the COVID-19 pandemic and the ongoing
conflict in Russia and Ukraine and any worsening of the global business and economic environment. Other unknown or unpredictable
factors could cause actual results to differ materially from those in the forward-looking statements. The forward-looking statements should
be read in conjunction with the other cautionary statements that are included elsewhere, including AB InBev’s most recent Form 20-F and
other reports furnished on Form 6-K, and any other documents that AB InBev has made public. Any forward-looking statements made in
this communication are qualified in their entirety by these cautionary statements and there can be no assurance that the actual results or
developments anticipated by AB InBev will be realized or, even if substantially realized, that they will have the expected consequences
to, or effects on, AB InBev or its business or operations. Except as required by law, AB InBev undertakes no obligation to publicly update
or revise any forward-looking statements, whether as a result of new information, future events or otherwise.




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