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Section 1: 8-K (YUM BRANDS, INC. FORM 8-K)

Document


 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
___________

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported)

November 1, 2018

Commission file number 1-13163
________________________
YUM! BRANDS, INC.
(Exact name of registrant as specified in its charter)

North Carolina
 
13-3951308
(State or other jurisdiction of
 
(I.R.S. Employer
incorporation or organization)
 
Identification No.)
 
 
 
1441 Gardiner Lane, Louisville, Kentucky
 
40213
(Address of principal executive offices)
 
(Zip Code)
 
 
 
Registrant’s telephone number, including area code:  (502) 874-8300
 
 
 
Former name or former address, if changed since last report:   N/A

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). [ ] Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. [ ]

 






Item 8.01
Other Events
 
On November 1, 2018, Yum! Brands, Inc., a North Carolina corporation (the “Company”) issued a press release announcing its intention to refinance certain notes pursuant to its existing securitization financing facility. A copy of the press release is attached as Exhibit 99.1 and incorporated by reference herein.

Item 9.01
Financial Statements and Exhibits
 
Exhibit No.
Description
 
99.1








SIGNATURE
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 


 
 
 
YUM! BRANDS, INC.
 
 
 
 
(Registrant)
 




Date:
November 1, 2018
 
/s/ Keith Siegner
 
 
 
 
Vice President, Investor Relations,
 
 
 
 
Corporate Strategy and Treasurer
 
 
 
 
 
 



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Section 2: EX-99.1 (EXHIBIT 99.1)

Exhibit
395592594_yumlogo11.jpg
NEWS
Keith Siegner
Vice President, Investor Relations, Corporate Strategy and Treasurer



YUM! Brands Announces Intention to Refinance Certain Notes
Issued Pursuant to its Existing Securitization Financing Facility

Louisville, KY, November 1, 2018 -YUM! Brands, Inc. (NYSE: YUM) (the “Company”) today announced its intention to refinance its Series 2016-1 Fixed Rate Senior Secured Notes, Class A-2-I (the “Series 2016-1 Class A-2-I Notes”), issued by a wholly-owned subsidiary of Taco Bell Corp., pursuant to the Company’s securitization financing facility (the “Securitization Financing”) securitizing the Taco Bell U.S. franchise royalties.

As of September 30, 2018, the balances of the Series 2016-1 Class A-2-I Fixed Rate Senior Secured Notes, the Series 2016-1 Class A-2-II Fixed Rate Senior Secured Notes (the “Series 2016-1 Class A-2-II Notes”) and the Series 2016-1 Class A-2-III Fixed Rate Senior Secured Notes (the “Series 2016-1 Class A-2-III Notes”) issued pursuant to the Securitization Financing were approximately $788 million, $492 million and $985 million, respectively. The Company intends to replace the Series 2016-1 Class A-2-I Notes with a new series of notes issued pursuant to the Securitization Financing, expected to be comprised of $1.2 billion of senior term notes (the “New Notes”). The Company intends to use the net proceeds of the New Notes for repayment of the Series 2016-1 Class A-2-I Notes and certain outstanding indebtedness of Taco Bell’s affiliates. Any additional proceeds will be distributed to Taco Bell Corp. to pay certain transaction-related expenses, for general corporate purposes and may be used to return capital to shareholders of YUM! Brands, Inc. The Series 2016-1 Class A-2-II Notes and Series 2016-1 Class A-2-III Notes will remain outstanding.

There can be no assurance regarding the timing of a refinancing transaction, the interest rate at which the Series 2016-1 Class A-2-I Notes would be refinanced, or that a refinancing transaction will be completed.

The New Notes are being sold to qualified institutional buyers in the United States in accordance with Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”), and to persons outside the United States in accordance with Regulation S under the Securities Act. The New Notes have not been, and will not be, registered under the Securities Act, any state or other jurisdictions securities laws and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act and applicable state or other jurisdiction’s securities laws. This press release does not constitute an offer to sell or the solicitation of an offer to buy the New Notes or any other security. Any offers of the New Notes will be made only by means of a private offering circular.

Analysts are invited to contact: Keith Siegner, Vice President, Investor Relations, Corporate Strategy and Treasurer, at 888/298-6986 or Kelly Knybel, Director, Investor Relations, at 888/298-6986.

Members of the media are invited to contact: Virginia Ferguson, Director, Public Relations, at 502/874-8200.



Yum! Brands, Inc. 1900 Colonel Sanders Lane Louisville, KY 40213
P: 502.874.8300 www.yum.com/investors

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