Beam Announces Final Results And Settlement Of Debt Tender Offers

Beam Inc. (NYSE: BEAM) today announced the final results and settlement of its previously announced cash tender offers to purchase any and all of its 6.375% Notes due 2014 (the “ 2014 Notes”) and up to a maximum aggregate principal amount of $175 million (the “ 2021-2036 Maximum Amount”) of the following notes (collectively, the “ 2021-2036 Notes” and, together with the 2014 Notes, the “ Notes”):
  • 8.625% Debentures due 2021;
  • 7.875% Debentures due 2023;
  • 6.625% Debentures due 2028; and
  • 5.875% Notes due 2036.

Beam funded the settlement with a portion of the proceeds from its $500 million offering of notes completed on June 10, 2013.

The following table provides the results of the tender offers as of 11:59 p.m., New York City time, on June 14, 2013 (the “ Expiration Date”).
Principal Principal Amount
Amount Amount Accepted for Acceptance Priority
Notes       CUSIP Number       Outstanding       Tendered       Purchase    

Level (a)
6.375% Notes due 349631AP6 $326,414,000 $78,422,000 24.03%
8.625% Debentures 349631AD3 $59,300,000 $2,743,000 4.63% 1
due 2021 073730AA1
7.875% Debentures 349631AE1 $113,792,000 $1,752,000 1.54% 1
due 2023 073730AB9
6.625% Debentures 349631AG6 $200,000,000 $15,680,000 7.84% 2
due 2028
5.875% Notes due 349631AN1 $300,000,000 $138,172,000 46.06% 3

(a) In addition to the Acceptance Priority Levels set forth in the table, Notes tendered at or before the Early Tender Date (as defined in the Offer to Purchase) were accepted for purchase on June 10, 2013 in priority to Notes tendered after the Early Tender Date.

Beam accepted for purchase all Notes that were validly tendered and not validly withdrawn pursuant to the tender offers in the manner described in Beam’s Offer to Purchase, dated May 17, 2013 (the “ Offer to Purchase”). In addition, as described in the Offer to Purchase, on June 4, 2013, Beam issued a notice of redemption for the remaining outstanding 2014 Notes, which will be redeemed in full on or about July 5, 2013.

BofA Merrill Lynch and Credit Suisse are the Dealer Managers for the offers. D.F. King & Co., Inc. is the Information Agent and Tender Agent for the offers. This news release is neither an offer to purchase nor a solicitation of an offer to sell the securities. The offers are made only by the Offer to Purchase dated May 17, 2013, and the information in this news release is qualified by reference to the Offer to Purchase. Persons with questions regarding the offers should contact BofA Merrill Lynch at (888) 292-0070 (toll-free) or (646) 855-3401 (collect) or Credit Suisse at (800) 820-1653 (toll-free) or (212) 325-2476 (collect). Requests for documents should be directed to D.F. King & Co., Inc. at (800) 769-4414 (toll-free) or (212) 269-5550 (collect).

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