Common Contracts
10 similar Purchase Agreement contracts by Restaurant Brands International Inc.
1011778 B.C. UNLIMITED LIABILITY COMPANY NEW RED FINANCE, INC.Purchase Agreement • November 5th, 2024 • Restaurant Brands International Inc. • Retail-eating places • New York
1011778 B.C. Unlimited Liability Company, an unlimited liability company organized under the laws of British Columbia (the “Company”), and New Red Finance, Inc., a Delaware corporation and a direct wholly owned subsidiary of the Company (the “Co-Issuer” and, together with the Company, the “Issuers” and each, individually, an “Issuer”), propose, subject to the terms and conditions stated herein, to issue and sell to the several initial purchasers listed in Schedule 1 hereto (the “Initial Purchasers”), for whom you are acting as representative (the “Representative”), $500,000,000 aggregate principal amount of their 5.625% First Lien Senior Secured Notes due 2029 (the “Securities”). The Securities will be issued pursuant to an Indenture to be dated as of the Closing Date (as defined in Section 2 hereof) (the “Indenture”) among the Issuers, certain subsidiaries of Restaurant Brands International Limited Partnership (the “Partnership”) listed on Schedule 2 hereto (the “Guarantors”) and Wilm
1011778 B.C. UNLIMITED LIABILITY COMPANY NEW RED FINANCE, INC. Purchase AgreementPurchase Agreement • August 8th, 2024 • Restaurant Brands International Inc. • Retail-eating places • New York
1011778 B.C. Unlimited Liability Company, an unlimited liability company organized under the laws of British Columbia (the “Company”), and New Red Finance, Inc., a Delaware corporation and a direct wholly owned subsidiary of the Company (the “Co-Issuer” and, together with the Company, the “Issuers” and each, individually, an “Issuer”), propose, subject to the terms and conditions stated herein, to issue and sell to the several initial purchasers listed in Schedule 1 hereto (the “Initial Purchasers”), for whom you are acting as representative (the “Representative”), $1,200,000,000 aggregate principal amount of their 6.125% First Lien Senior Secured Notes due 2029 (the “Securities”). The Securities will be issued pursuant to an Indenture to be dated as of the Closing Date (as defined in Section 2 hereof) (the “Indenture”) among the Issuers, certain subsidiaries of Restaurant Brands International Limited Partnership (the “Partnership”) listed on Schedule 2 hereto (the “Guarantors”) and Wi
1011778 B.C. UNLIMITED LIABILITY COMPANY NEW RED FINANCE, INC.Purchase Agreement • July 30th, 2021 • Restaurant Brands International Inc. • Retail-eating places • New York
1011778 B.C. Unlimited Liability Company, an unlimited liability company organized under the laws of British Columbia (the “Company”), and New Red Finance, Inc., a Delaware corporation and a direct wholly owned subsidiary of the Company (the “Co-Issuer” and, together with the Company, the “Issuers” and each, individually, an “Issuer”), propose, subject to the terms and conditions stated herein, to issue and sell to the several initial purchasers listed in Schedule 1 hereto (the “Initial Purchasers”), for whom you are acting as representative (the “Representative”), $800,000,000 aggregate principal amount of their 3.875% First Lien Senior Secured Notes due 2028 (the “Securities”). The Securities will be issued pursuant to the Indenture dated as of September 24, 2019 (the “Base Indenture”) among the Issuers, certain subsidiaries of the Issuers listed on Schedule 2 hereto (the “Guarantors”) and Wilmington Trust, National Association, as trustee (in such capacity, the “Trustee”) and as col
1011778 B.C. Unlimited Liability Company NEW RED FINANCE, INC.Purchase Agreement • February 23rd, 2021 • Restaurant Brands International Inc. • Retail-eating places • New York
The Securities and the Guarantees will be secured by a first-priority lien (which will be pari passu in right of payment and security with the liens securing obligations in respect of the Credit Agreement (as defined below) and the Existing First Lien Notes (as defined below)), subject to certain Permitted Liens (as defined below), on substantially all of the tangible and intangible assets of the Issuers and the Guarantors, now owned or hereafter acquired by either of the Issuers or any Guarantor, that secure borrowings under the Credit Agreement on a pari passu first-priority basis, subject to certain exceptions described in the Time of Sale Information and the Offering Memorandum (each as defined below) (the “Collateral”). The Collateral shall be described in (a) with respect to fee-owned real property that constitutes Collateral, the mortgages, debentures, hypothecs, deeds of trust or deeds to secure debt (collectively, the “Mortgages”) pursuant to the terms of Schedule 3 hereto, (b
1011778 B.C. UNLIMITED LIABILITY COMPANY NEW RED FINANCE, INC.Purchase Agreement • May 1st, 2020 • Restaurant Brands International Inc. • Retail-eating places • New York
The Securities and the Guarantees will be secured by a first-priority lien (which will be pari passu in right of payment and security with the liens securing obligations in respect of the Credit Agreement (as defined below) and the Existing First Lien Notes (as defined below)), subject to certain Permitted Liens (as defined below), on substantially all of the tangible and intangible assets of the Issuers and the Guarantors, now owned or hereafter acquired by either of the Issuers or any Guarantor, that secure borrowings under the Credit Agreement on a pari passu first-priority basis, subject to certain exceptions described in the Time of Sale Information and the Offering Memorandum (each as defined below) (the “Collateral”). The Collateral shall be described in (a) with respect to fee-owned real property that constitutes Collateral, the mortgages, debentures, hypothecs, deeds of trust or deeds to secure debt (collectively, the “Mortgages”) pursuant to the terms of Schedule 3 hereto, (b
1011778 B.C. Unlimited Liability Company NEW RED FINANCE, INC.Purchase Agreement • February 21st, 2020 • Restaurant Brands International Inc. • Retail-eating places • New York
The Securities and the Guarantees will be secured by a second-priority lien (which will be pari passu in right of payment and security with the lien securing the Issuers’ outstanding 5.000% Second Lien Senior Secured Notes due 2025 (the “Existing Second Lien Notes”)), subject to certain Permitted Liens (as defined below), on substantially all of the tangible and intangible assets of the Issuers and the Guarantors, now owned or hereafter acquired by either of the Issuers or any Guarantor, that secure borrowings under the Amended Credit Agreement (as defined below) on a first-priority basis, subject to certain exceptions described in the Time of Sale Information and the Offering Memorandum (each as defined below) (the “Collateral”). The Collateral shall be described in (a) with respect to fee-owned real property that constitutes Collateral, the mortgages, debentures, hypothecs, deeds of trust or deeds to secure debt for the Existing Second Lien Notes (collectively, the “Mortgages”), (b)
1011778 B.C. Unlimited Liability Company NEW RED FINANCE, INC.Purchase Agreement • October 28th, 2019 • Restaurant Brands International Inc. • Retail-eating places • New York
The Securities and the Guarantees will be secured by a first-priority lien (which will be pari passu in right of payment and security with the obligations in respect of the Amended Credit Agreement (as defined below) and the Existing First Lien Notes (as defined below)), subject to certain Permitted Liens (as defined below), on substantially all of the tangible and intangible assets of the Issuers and the Guarantors, now owned or hereafter acquired by either of the Issuers or any Guarantor, that secure borrowings under the Amended Credit Agreement on a pari passu first-priority basis, subject to certain exceptions described in the Time of Sale Information and the Offering Memorandum (each as defined below) (the “Collateral”). The Collateral shall be described in (a) with respect to fee-owned real property that constitutes Collateral, the mortgages, debentures, hypothecs, deeds of trust or deeds to secure debt (collectively, the “Mortgages”) pursuant to the terms of Schedule 3 hereto, (
1011778 B.C. UNLIMITED LIABILITY COMPANY NEW RED FINANCE, INC.Purchase Agreement • October 26th, 2017 • Restaurant Brands International Inc. • Retail-eating places • New York
The Securities and the Guarantees will be secured by a second-priority lien (ranking pari passu with the lien securing the Issuers’ outstanding 6.00% Second Lien Senior Secured Notes due 2022 (the “Existing Second Lien Notes”)), subject to certain Permitted Liens (as defined below), on substantially all of the tangible and intangible assets of the Issuers and the Guarantors, now owned or hereafter acquired by either of the Issuers or any Guarantor, that secure borrowings under the Credit Agreement (as defined below) on a first-priority basis, subject to certain exceptions described in the Time of Sale Information and the Offering Memorandum (each as defined below) (the “Collateral”). The Collateral shall be described in (a) with respect to fee-owned real property that constitutes Collateral, the Mortgages (as defined below), (b) with respect to personal property that constitutes Collateral, that certain U.S. security agreement, dated as of December 12, 2014 (as amended, supplemented or
1011778 B.C. UNLIMITED LIABILITY COMPANY NEW RED FINANCE, INC.Purchase Agreement • August 2nd, 2017 • Restaurant Brands International Inc. • Retail-eating places • New York
The Securities and the Guarantees will be secured by a first-priority lien (which will be pari passu in right of payment and security with the obligations in respect of the Amended Credit Agreement (as defined below) and the 2022 First Lien Notes, subject to certain Permitted Liens (as defined below), on substantially all of the tangible and intangible assets of the Issuers and the Guarantors, now owned or hereafter acquired by either of the Issuers or any Guarantor, that secure borrowings under the Amended Credit Agreement on a pari passu first-priority basis, subject to certain exceptions described in the Time of Sale Information and the Offering Memorandum (each as defined below) (the “Collateral”). The Collateral shall be described in (a) with respect to fee-owned real property that constitutes Collateral, the mortgages, debentures, hypothecs, deeds of trust or deeds to secure debt (collectively, the “Mortgages”) pursuant to the terms of Schedule 3 hereto, (b) with respect to perso
1011778 B.C. UNLIMITED LIABILITY COMPANY NEW RED FINANCE, INC. Purchase AgreementPurchase Agreement • July 31st, 2015 • Restaurant Brands International Inc. • Retail-eating places • New York
The Securities and the Guarantees will be secured by a first-priority lien (which will be pari passu in right of payment and security with the obligations in respect of the Amended Credit Agreement (as defined below), subject to certain Permitted Liens (as defined below), on substantially all of the tangible and intangible assets of the Issuers and the Guarantors, now owned or hereafter acquired by either of the Issuers or any Guarantor, that secure borrowings under the Amended Credit Agreement on a pari passu first-priority basis, subject to certain exceptions described in the Time of Sale Information and the Offering Memorandum (each as defined below) (the “Collateral”). The Collateral shall be described in (a) with respect to fee-owned real property that constitutes Collateral, the mortgages, debentures, hypothecs, deeds of trust or deeds to secure debt (collectively, the “Mortgages”) pursuant to the terms of Schedule 3 hereto, (b) with respect to personal property that constitutes
