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)
July 11,
2008
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
|
|
(I.R.S.
Employer
|
|
of
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))
Section 1
- Registrant's Business and Operations
Item 1.01
Entry into a Material Definitive Agreement
On July
11, 2008, Yum! Brands, Inc. (“Yum”) executed a three-year syndicated Term Loan
(the “Term Loan”) totaling $375 million. J.P. Morgan Securities Inc.
arranged the Term Loan on our behalf. JPMorgan Chase Bank, N.A. will
serve as Administrative Agent for the Term Loan, which was syndicated among 15
participants.
The
interest rate for borrowings under the Term Loan ranges from 1.00% to 2.50% over
the “London Interbank Offered Rate” (“LIBOR”) or is determined by an Alternative
Base Rate, which is the greater of the Prime Rate or the Federal Funds Rate plus
0.50%. The exact spread over LIBOR under the Term Loan will depend
upon Yum’s performance under specified financial criteria. Interest
payments on the Term Loan are dependent upon the maturity of the underlying
LIBOR tenor.
The Term
Loan is unconditionally guaranteed by Yum's principal domestic subsidiaries and
contains financial covenants relating to the maintenance of leverage and fixed
charge coverage ratios. The Term Loan also contains affirmative and
negative covenants including, among other things, limitations on certain
additional indebtedness and liens, and certain other transactions as defined in
the agreements. These covenants are substantially similar to those contained in
our Credit Facility and our International Credit Facility, both of which were
filed as exhibits to our Annual Report on Form 10-K for the year ended December
29, 2007. The Term Loan will be filed as an exhibit to our Form 10-Q
for the quarter ended June 14, 2008.
The
Administrative Agent for the Term Loan, JPMorgan Chase Bank, N.A., also serves
as the Facility Agent for our $1.15 billion domestic revolving credit facility,
and certain lenders under the Term Loan are also lenders under our $1.15 billion
domestic revolving credit facility and our $350 million international revolving
credit facility. In addition, we have other banking relationships
with several of the lenders under the Term Loan.
Section 2
- Financial Information
Item 2.03
Creation of a Direct Financial Obligation or an Obligation under an Off-Balance
Sheet Arrangement of a Registrant
The
information described above under “Section 1 - Registrant’s Business and
Operations - Item 1.01 Entry into a Material Definitive Agreement” is hereby
incorporated herein by reference.
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:
July 15, 2008
|
|
/s/
Ted F. Knopf
|
|
|
|
Senior
Vice President of Finance
|
| |
|
and
Corporate Controller |
| |
|
(Principal
Accounting Officer) |