Yum! Brands Announces Consideration For Tender Offers

Yum! Brands, Inc. (NYSE: YUM) today announced the reference yields, tender offer consideration, and total consideration for two series of its outstanding debt securities in connection with its previously announced cash offers to purchase up to $525 million aggregate principal amount of five series of its outstanding debt securities (collectively, the “Notes”). As further discussed below, only Notes with Acceptance Priority Levels 1 and 2, as identified in the table below, will be accepted for purchase, assuming that the conditions to the tender offers are satisfied or waived. The terms and conditions of the tender offers are described in the Offer to Purchase, dated October 22, 2013 (the “Offer to Purchase”), and the related Letter of Transmittal.

For Notes that were validly tendered and not validly withdrawn at or prior to 5:00 p.m., New York City time, on November 4, 2013 (the “Early Tender Time”) and that are accepted for purchase, the applicable total consideration per $1,000 principal amount of each series of Notes (for each series, the “Total Consideration”) is the price determined as described in the Offer to Purchase intended to result in a yield to maturity (calculated in accordance with standard market practice) equal to the sum of (i) the yield to maturity for the applicable U.S. Treasury Reference Security specified in the table below, calculated based on the bid-side price of such U.S. Treasury Reference Security as of 2:00 p.m., New York City time, today, November 5, 2013 (being the first business day following the Early Tender Time), plus (ii) the applicable Fixed Spread specified in the table below. The Total Consideration includes the Early Tender Payment specified in the table below. Holders tendering their Notes after the Early Tender Time and at or prior to 11:59 p.m. New York City time on November 19, 2013 (the “Expiration Time”), will be eligible to receive only the applicable Tender Offer Consideration, namely the applicable Total Consideration less the Early Tender Payment specified in the table below.

Title of

Security

(CUSIP

Number)
   

Principal

Amount

Outstanding
   

Tender

Sub-Cap
   

Acceptance

Priority

Level
   

Fixed

Spread

(basis

points)
   

U.S.

Treasury

Reference

Security
   

Bloomberg

Reference

Page
   

Early

Tender

Payment
   

Total

Consideration
   

Tender

Offer

Consideration
6.875% Senior Notes due 2037 (988498 AD3)     $600,000,000     $275,000,000     1     165     2.875% U.S. Treasury Note due 05/15/2043     PX1     $50     $1,191.43     $1,141.43

6.250% Senior Notes due 2018 (988498 AC5)
$600,000,000 N/A 2 40 1.375% U.S. Treasury Note due 09/30/2018 PX1 $50 $1,185.94 $1,135.94
 

In addition, holders whose Notes are accepted for purchase pursuant to the tender offers will receive accrued and unpaid interest on their purchased Notes from and including the last interest payment date for such Notes to, but excluding, the Settlement Date (as defined in the Offer to Purchase). Subject to the terms and conditions of the tender offer, the Settlement Date will follow promptly after the Expiration Time and currently is expected to be November 20, 2013.

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