Anheuser-Busch InBev SA/NV (AHBIF.PK) and SABMiller plc (SBMRY.PK,SAB.L) Wednesday announced an agreement for the acquisition of SABMiller by AB InBev for 71 billion pounds or $106 billion. The acquisition will be through Newco, a Belgian company to be formed for the purposes of the Transaction. On closing of the deal AB InBev will merge into Newco and Newco will be the new holding company for the Combined Group.
Earlier in the last week of October, U.K. regulators have granted Belgian brewer AB InBev permission to make a formal takeover offer to the British brewer SABMiller.
The Transaction is expected to complete in the second half of 2016.
As per the agreement, SABMiller Shareholder will 44 pounds in cash that represents a premium of approximately 50 percent to its closing share price of 29.34 pounds on September 14, 2015.
The agreement has a provision for Partial Share Alternative for SABMiller Shareholders to elect to receive 3.7788 pounds in cash and 0.483969 restricted shares in lieu of full cash consideration. The Partial Share Alternative is equivalent to a value of 41.85 pounds per SABMiller Share on 10 November 2015. The Restricted Shares will be unlisted, not admitted to trading on any stock exchange, not capable of being deposited in an ADR programme and will be subject to, among other things, restrictions on transfer until converted into New Ordinary Shares.
AB InBev believes the Transaction would create a truly global brewer and the combined group would have operations in virtually every major beer market.
Carlos Brito, Chief Executive Officer of AB InBev said, " We believe this combination will generate significant growth opportunities and create enhanced value to the benefit of all stakeholders. By pooling our resources, we would build one of the world's leading consumer products companies, benefitting from the experience, commitment and drive of our combined global talent base."
Jan du Plessis, Chairman of SABMiller said, ""AB InBev's offer represents an attractive premium and cash return for our shareholders, and secures earlier delivery of our long-term value potential, which is why the Board of SABMiller has unanimously recommended AB InBev's offer."
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