CUSIP No. \/ ISIN<\/b><\/p>\n<\/td>\n
Title of Security<\/b><\/p>\n<\/td>\n
Acceptance Priority <\/b><\/p>\n
Level<\/b><\/p>\n<\/td>\n
Principal Amount Outstanding<\/b><\/p>\n<\/td>\n
Aggregate Principal Amount Tendered<\/b><\/p>\n<\/td>\n<\/tr>\n \n50077L AB2 \/ US50077LAB27 \n4.375% Senior Notes \n1<\/p>\n<\/td>\n \n$2,786,174,000<\/p>\n<\/td>\n \n$1,751,829,000<\/p>\n<\/td>\n<\/tr>\n \n50077L\u00a0AZ9 \/ US50077LAZ94 \n4.875% Senior Notes \n2<\/p>\n<\/td>\n \n$1,450,000,000<\/p>\n<\/td>\n \n$822,568,000<\/p>\n<\/td>\n<\/tr>\n<\/table>\n \nKraft Heinz also announced that, with respect to the Notes validly tendered and not validly withdrawn at or prior to the Early Tender Time, the Issuer has elected to have an early settlement date with payment for such Notes to occur on May\u00a026, 2026.<\/p>\n \nThe deadline to withdraw Notes tendered in the Tender Offer was 5:00\u00a0p.m. New York City time, on May\u00a020, 2026, which deadline has not been extended (such date and time, the \u201cWithdrawal Date<\/b>\u201d). Accordingly, Notes tendered at or prior to the Withdrawal Date may no longer be withdrawn, except in certain limited circumstances where the Issuer determines that additional withdrawal rights are required by law. Subject to applicable law, the Issuer has reserved the right, in its sole discretion, to at any time (i)\u00a0waive any and all conditions to the Tender Offer, (ii)\u00a0extend, terminate, or withdraw the Tender Offer, (iii)\u00a0increase or waive the Maximum Tender Amount, with or without extending the Withdrawal Date, or (iv)\u00a0otherwise amend the Tender Offer in any respect.<\/p>\n \nThe applicable Total Consideration for each $1,000 principal amount of Notes validly tendered and accepted for purchase will be determined in the manner described in the Offer to Purchase by reference to the Fixed Spread for the applicable Series specified on the front cover of the Offer to Purchase over the applicable Reference Yield based on the bid-side price of the applicable Reference Treasury Security specified on the front cover of the Offer to Purchase, as calculated by the Dealer Managers (as defined below) at 10:00 a.m. New York City time, on May\u00a021, 2026 (such time and date, the \u201cPrice Determination Date<\/b>\u201d).<\/p>\n \nBecause the maximum combined aggregate purchase price, excluding accrued and unpaid interest, of the Notes validly tendered and not validly withdrawn at or prior to the Early Tender Time is expected to exceed the Maximum Tender Amount, Kraft Heinz expects to accept for purchase Notes validly tendered and not validly withdrawn in accordance with the Acceptance Priority Levels set forth in the table above. If the aggregate purchase price, excluding accrued and unpaid interest, of the Notes that are validly tendered and not validly withdrawn at or prior to the Early Tender Time is greater than the Maximum Tender Amount, the Notes of the Series, the acceptance of which would result in the Maximum Tender Amount being exceeded, will be accepted for purchase on a prorated basis in accordance with the terms set forth in the Offer to Purchase. The Issuer will not accept for purchase any Notes tendered after the Early Tender Time. Notes tendered and not accepted for purchase will be promptly returned or credited to the applicable Holder\u2019s account.<\/p>\n \nThe Tender Offer will expire at 5:00\u00a0p.m., New York City time, on June\u00a05, 2026, unless extended with respect to a Series of Notes (such time and date, as they may be extended, the \u201cExpiration Time<\/b>\u201d) or earlier terminated as described in the Offer to Purchase.<\/p>\n \nKraft Heinz has engaged BofA Securities, Inc. (\u201cBofA Securities<\/b>\u201d), Citigroup Global Markets Inc. (\u201cCitigroup<\/b>\u201d), Deutsche Bank Securities Inc. (\u201cDeutsche Bank Securities<\/b>\u201d) and Goldman Sachs & Co. LLC (\u201cGoldman Sachs<\/b>\u201d) to act as dealer managers (collectively, the \u201cDealer Managers<\/b>\u201d) in connection with the Tender Offer and has appointed Global Bondholder Services Corporation to serve as the Tender Agent and Information Agent for the Tender Offer. Copies of the Offer to Purchase are available at https:\/\/www.gbsc-usa.com\/kraftheinzcompany\/ or by contacting Global Bondholder Services Corporation via telephone at (855)\u00a0654-2015 (toll free) or (212) 430-3774 (for banks and brokers). Questions regarding the terms of the Tender Offer should be directed to BofA Securities at (888)\u00a0292-0070 (toll-free) or (980)\u00a0387-3907 (collect); Citigroup at (800)\u00a0558-3745 (toll-free) or (212)\u00a0723-6106 (collect); Deutsche Bank Securities at (866)\u00a0627-0391 (toll-free) or (212)\u00a0250-2955 (collect); or Goldman Sachs at (800)\u00a0828-3182 (toll-free) or (212)\u00a0357-1452 (collect).<\/p>\n \nNone of the Issuer, Kraft Heinz, their boards of directors or boards of managers, as applicable, the Dealer Managers, Global Bondholder Services Corporation, the Trustee for the Notes, or any of their respective affiliates, is making any recommendation as to whether Holders should tender any Notes in response to the Tender Offer. Holders must make their own decision as to whether to tender any of their Notes and, if so, the principal amounts of Notes to tender.<\/p>\n \nThis press release is for informational purposes only and is not an offer to purchase, a solicitation of an offer to purchase, or a solicitation of consents with respect to any securities. This press release does not describe all the material terms of the Tender Offer, and no decision should be made by any Holder on the basis of this press release. The terms and conditions of the Tender Offer are described in the Offer to Purchase, and this press release must be read in conjunction with the Offer to Purchase. The Offer to Purchase contains important information that should be read carefully before any decision is made with respect to the Tender Offer. The Tender Offer is not being made in any jurisdiction in which, or to or from any person to or from whom, it is unlawful to make such offer or solicitation under applicable securities or blue sky laws. If any Holder is in any doubt as to the contents of this press release, or the Offer to Purchase, or the action it should take, the Holder should seek its own financial and legal advice, including in respect of any tax consequences, immediately from its stockbroker, bank manager, solicitor, accountant, or other independent financial, tax, or legal adviser. Any individual or company whose Notes are held on its behalf by a broker, dealer, bank, custodian, trust company, or other nominee must contact such entity if it wishes to tender such Notes pursuant to the Tender Offer.<\/p>\n ABOUT THE KRAFT HEINZ COMPANY<\/b><\/p>\n \nKraft Heinz (Nasdaq: KHC) is one of the world\u2019s largest food and beverage companies, withapproximately $25\u00a0billion in net sales in 2025 and a portfolio of iconic brands enjoyed by consumers in more than 40 countries. By investing in our capabilities and brands, including Heinz, Kraft, Philadelphia, Primal Kitchen<\/i>, and Lunchables<\/i>, we are unlocking the full power of our portfolio. We deliver high\u2011quality, great\u2011tasting, and affordable food for the consumers of today, while shaping the future of food.<\/p>\n Forward-Looking Statements<\/b><\/p>\n \nThis press release contains certain statements that may be considered \u201cforward-looking statements\u201d within the meaning of Section\u00a027A of the Securities Act of 1933, as amended, and Section\u00a021E of the Securities Exchange Act of 1934, as amended, and within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements are statements that are not historical facts and may be identified by words such as \u201canticipate,\u201d \u201cbelieve,\u201d \u201cestimate,\u201d \u201cexpect,\u201d \u201cintend,\u201d \u201cmay,\u201d \u201cplan,\u201d \u201cproject,\u201d \u201ccould,\u201d \u201cshould,\u201d \u201cwill,\u201d \u201cwould,\u201d and variations of such words and similar future or conditional expressions are intended to identify forward-looking statements. Examples of forward-looking statements include, but are not limited to, statements regarding the anticipated timing and completion of the Tender Offer; the expected aggregate principal amount of Notes to be purchased in the Tender Offer; and any other statements regarding the plans, expectations, or intentions with respect to the Tender Offer.<\/p>\n \nThese forward-looking statements reflect management\u2019s current expectations, estimates and assumptions, and are not guarantees of future performance and are subject to a number of risks and uncertainties, many of which are difficult to predict and beyond Kraft Heinz\u2019s control. Such risks, uncertainties, and other factors include, but are not limited to: Kraft Heinz\u2019s ability to consummate the Tender Offer on the terms and conditions or the timeline described in the Offer to Purchase, or at all; the satisfaction or waiver of the conditions to the Tender Offer; changes in laws, regulations, or regulatory interpretations that may affect Kraft Heinz\u2019s ability to consummate the Tender Offer; the aggregate principal amount of Notes of each series ultimately tendered and the level of participation of Holders in the Tender Offer; the timing of the settlement of the Tender Offer; and volatility of capital markets and other macroeconomic factors. For additional information on other factors that could affect the Kraft Heinz\u2019s forward-looking statements, see Kraft Heinz\u2019s risk factors, as they may be amended from time to time, set forth in its filings with the Securities and Exchange Commission (the \u201cSEC<\/b>\u201d). Any forward-looking statement made in this press release speaks only as of the date hereof and is expressly qualified in its entirety by the cautionary statements set forth herein and the risk factors and other cautionary statements contained in Kraft Heinz\u2019s filings with the SEC. Kraft Heinz disclaims and does not undertake any obligation to update, revise, or withdraw any forward-looking statement in this press release, except as required by applicable law or regulation. Readers are cautioned not to place undue reliance on any forward-looking statements.<\/p>\n View source version on businesswire.com: <\/span>https:\/\/www.businesswire.com\/news\/home\/20260521180352\/en\/<\/a><\/span><\/p>\n \nKraft Heinz Media Team (media) \nAnne-Marie Megela (investors) KEYWORDS:<\/b> Illinois Pennsylvania United States North America<\/p>\n INDUSTRY KEYWORDS:<\/b> Restaurant\/Bar Food\/Beverage Retail Organic Food Supermarket<\/p>\n\n \n
\n
(144A): 50077L\u00a0AA4 \/ US50077LAA44
\n
(Reg\u00a0S): U5009L\u00a0AA8 \/ USU5009LAA80<\/p>\n<\/td>\n\n
\n
due June 2046<\/p>\n<\/td>\n\n \n \n \n \n \n \n \n \u00a0<\/td>\n<\/tr>\n \n \n
\n
(144A): 50077L\u00a0AY2 \/ US50077LAY20
\n
(Reg\u00a0S): U5009LAZ3 \/ USU5009LAZ32<\/p>\n<\/td>\n\n
\n
due October 2049<\/p>\n<\/td>\n\n \n \n <\/p>\n
\n
media@kraftheinz.com<\/a><\/p>\n
\n
Anne-Marie.Megela@kraftheinz.com<\/a><\/p>\n
![\"Logo\"](\"https:\/\/mms.businesswire.com\/media\/20260521180352\/en\/551040\/3\/KraftHeinzLogo.jpg\")
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