Beam Inc.: Beam Announces Pricing of Debt Tender Offers

  Beam Inc.: Beam Announces Pricing of Debt Tender Offers

UK Regulatory Announcement

DEERFIELD, Ill.

Beam Inc. (NYSE: BEAM) today announced the Reference Yield, Tender Offer Yield
and Total Consideration (each as defined in the Offer to Purchase) in respect
of its previously announced tender offers for the notes listed in the table
below (the “Notes”). The Company also announced the principal amount of Notes
to be accepted for purchase on the Early Settlement Date (as defined in the
Offer to Purchase), which is expected to be June 10, 2013. The terms and
conditions of the tender offers are set forth in Beam’s Offer to Purchase,
dated May 17, 2013 (the “Offer to Purchase”) and the related Letter of
Transmittal.

                                                                                                     
                                                                                                Principal
                                                                                                Amount
                                                                                                to be
                                                                                                Accepted for
                                                     Fixed     U.S.        U.S.                 Purchase on
                         Principal      Acceptance   Spread    Treasury    Treasury    Tender   the Early      Total
             CUSIP       Amount         Priority     (Basis    Reference   Reference   Offer    Settlement     Consideration
Notes       Number     Outstanding   Level^(a)   Points)  Security   Yield      Yield   Date          ^(b)(c)
6.375%                                                         0.75% due
Notes due    349631AP6   $326,414,000   —            50        June 15,    0.162%      0.662%   $78,091,000    $1,057.63
2014                                                           2014
                                                                                                               
             349631AD3
8.625%                                                         1.75% due
Debentures   073730AA1   $59,300,000    1^(d)        130       May 15,     2.121%      3.421%   $2,649,000     $1,378.30
due 2021                                                       2023
             
             349631AE1
7.875%                                                         1.75% due
Debentures   073730AB9   $113,792,000   1^(d)        155       May 15,     2.121%      3.671%   $1,602,000     $1,337.42
due 2023                                                       2023
             
6.625%                                                         1.75% due
Debentures   349631AG6   $200,000,000   2^(d)        190       May 15,     2.121%      4.021%   $15,679,000    $1,292.51
due 2028                                                       2023
                                                                                                               
5.875%                                                         3.125%
Notes due    349631AN1   $300,000,000   3^(d)        105       due         3.253%      4.303%   $137,962,000   $1,225.68
2036                                                           February
                                                               15, 2043
                                                                                                               

                In addition to the Acceptance Priority Levels set forth in the
                table, if Beam elects to accept for purchase Notes validly
                tendered in the offers as of the Early Tender Date on the
    (a)   Early Settlement Date (as defined in the Offer to Purchase),
                Notes tendered at or before the Early Tender Date will be
                accepted for purchase on the Early Settlement Date in priority
                to Notes tendered after the Early Tender Date.
                Per $1,000 principal amount accepted for purchase. Beam will
        (b)     also pay accrued and unpaid interest up to but not including
                the applicable Settlement Date (as defined in the Offer to
                Purchase).
        (c)     Includes an Early Tender Payment (as defined in the Offer to
                Purchase).
                Acceptance of the 2021-2036 Notes (as defined in the Offer to
        (d)     Purchase) is subject to the 2021-2036 Maximum Amount (as
                defined in the Offer to Purchase).
                

The Total Consideration for each $1,000 principal amount of Notes validly
tendered and not validly withdrawn at or before 5:00 p.m., New York City time,
on May 31, 2013 (the “Early Tender Date”) and accepted for purchase pursuant
to the tender offers will be the amount listed in the table above for the
Notes, which amount includes an Early Tender Payment of $30 per $1,000
principal amount of Notes accepted for purchase. The Total Consideration was
determined in the manner described in the Offer to Purchase by reference to
the applicable fixed spread specified in the table above for the Notes over
the yield based on the bid side price of the applicable U.S. Treasury
Reference Security specified in the table above, as calculated by the Dealer
Managers for the tender offers at 2:00 p.m., New York City time, today. Notes
validly tendered after the Early Tender Date and at or before 11:59 p.m., New
York City time, on June 14, 2013 (the “Expiration Date”) and accepted for
purchase pursuant to the tender offers will receive the Tender Offer
Consideration (as defined in the Offer to Purchase), which is equal to the
Total Consideration minus the Early Tender Payment.

In addition to the Total Consideration or Tender Offer Consideration, as
applicable, holders who tendered Notes that are accepted for payment in the
tender offers will be paid any accrued and unpaid interest calculated up to
but not including the applicable Settlement Date. The Final Settlement Date
(as defined in the Offer to Purchase) is expected to be June 17, 2013, or
promptly thereafter.

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).

About Beam Inc.

As one of the world's leading premium spirits companies, Beam is Crafting the
Spirits that Stir the World. Consumers from all corners of the globe call for
the Company's brands, including Jim Beam Bourbon, Maker's Mark Bourbon, Sauza
Tequila, Pinnacle Vodka, Canadian Club Whisky, Courvoisier Cognac, Teacher's
Scotch Whisky, Skinnygirl Cocktails, Cruzan Rum, Hornitos Tequila, Knob Creek
Bourbon, Laphroaig Scotch Whisky, Kilbeggan Irish Whiskey, Larios Gin, Whisky
DYC and DeKuyper Cordials. Beam is focused on delivering superior performance
with its unique combination of scale with agility and a strategy of Creating
Famous Brands, Building Winning Markets and Fueling Our Growth. Beam and its
3,400 passionate associates worldwide generated 2012 sales of $2.5 billion
(excluding excise taxes), volume of 38 million 9-liter equivalent cases and
some of the industry's fastest growing innovations.

Headquartered in Deerfield, Illinois, Beam is traded on the New York Stock
Exchange under the ticker symbol BEAM and is included in the S&P 500 Index and
the MSCI World Index. For more information on Beam, its brands, and its
commitment to social responsibility, please visit
www.beamglobal.comandwww.drinksmart.com.

Forward-Looking Statements

This press release contains forward-looking statements, as that term is
defined in the Private Securities Litigation Reform Act of 1995. Readers are
cautioned that these forward-looking statements speak only as of the date
hereof, and the Company does not assume any obligation to update, amend or
clarify them to reflect events, new information or circumstances occurring
after the date of this release. Actual results may differ materially from
those projected as a result of certain risks and uncertainties, including but
not limited to those described from time to time in the Company's filings with
the Securities and Exchange Commission.

Beam Inc.
Media Relations
Clarkson Hine, +1-847-444-7515
Clarkson.Hine@beamglobal.com
or
Investor Relations
Tony Diaz, +1-847-444-7690
Tony.Diaz@beamglobal.com

Contact:

Beam Inc.