Holdings L115 LP agrees to sell shares of Restaurant Brands International Inc. in Secondary Offering

NEW YORK, Dec. 10, 2015 /CNW/ - On December 9, 2015, Holdings L115 LP ("Selling Shareholder"), entered into an underwriting agreement with Restaurant Brands International Inc. ("RBI") and Morgan Stanley, as underwriter, pursuant to which the underwriter agreed to purchase 17,542,410 common shares of RBI (the "Offered Shares") from the Selling Shareholder, representing approximately 7.97% of the outstanding common shares of RBI (the "Common Shares"), for sale to the public through prospectus supplements to a U.S. shelf registration statement and Canadian shelf prospectus filed by RBI (the "Offering"). 

The Selling Shareholder has agreed to sell the Offered Shares to the underwriter at a price of US$34.00 per Common Share (approximately C$46.22 per Common Share).  The offering price to the public in the Offering will be US$34.30 per Common Share (approximately C$46.63 per Common Share).  The Offered Shares represent all of the Common Shares that are to be received by the Selling Shareholder on exchange of its exchangeable units in the capital of Restaurant Brands International Limited Partnership ("RBI LP").  Immediately following the closing of the Offering, 3G Restaurant Brands Holdings General Partner Ltd. ("3G RBH GP") will continue to own, as general partner of 3G Restaurant Brands Holdings LP ("3G RBH"), 218,166,502 exchangeable units of RBI LP (representing approximately 91.15% of the outstanding exchangeable units) or, on an exchanged basis, 218,166,502 Common Shares, representing approximately 49.79% of the outstanding Common Shares (47.50% on a fully-diluted basis).  3G RBH GP is also the general partner of the Selling Shareholder.

Additional details can be found in the early warning report to be filed by 3G RBH GP pursuant to Canadian securities laws under the SEDAR profiles of RBI and RBI LP at www.sedar.com.  From time to time, 3G RBH GP or 3G RBH may acquire or dispose of securities of RBI or RBI LP depending upon a number of factors, including but not limited to general market and economic conditions and other available investment opportunities.  This press release does not constitute an offer to sell or the solicitation of an offer to buy any securities of RBI or RBI LP.

An address for 3G RBH GP, 3G RBH and the Selling Shareholder is:

c/o 3G Capital, Inc.
600 Third Avenue, 37th Floor
New York, New York  10016

SOURCE 3G Restaurant Brands Holdings General Partner Ltd.

For further information: Brunswick Group, Steve Lipin, (212) 333-3810

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3G Restaurant Brands Holdings General Partner Ltd.

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