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From the FT: SABMiller board divided over AB InBev’s £65bn takeover proposal

An SAB spokesman said the company noted AB InBev’s announcement, which it said “contains nothing new”.

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SABMiller’s board, except for the Altria Group (MO) directors, unanimously rejected the offer.

Now Carlos Brito, AB InBev’s CEO, is calling on SAB’s shareholders to rise up and put pressure on SAB to engage.

Anheuser-Busch InBev turned up the heat on SABMiller after three takeover proposals failed to get talks going, saying the board’s opposition lacks credibility and shareholders are being offered a price the brewer alone won’t achieve any time soon. Wednesday’s proposal doesn’t constitute this, said AB InBev, cautioning that there is no certainty that a firm offer will be made.

AB InBev needs SABMiller but has made opportunistic and highly conditional proposals, elements of which have been deliberately created to be unattractive to many of our shareholders.

In his USA conference call, Mr Brito appealed to SABMiller’s minority shareholders to voice their view to the board, which could be interpreted as a “hostile lite” approach (despite ABInBev having stressed its desire to gain the recommendation from the SABMiller board).

But in a surprise twist, United States tobacco giant Altria – which owns 27 percent of SABMiller – told the British group to agree terms and AB InBev seized on the split.

Earlier on Wednesday, South Africa’s Public Investment Corporation (PIC) – SABMiller’s fourth-largest shareholder – said the bid addresses concerns raised about remaining on the JSE.

InBev’s offer is also pegged on Altria and the Santo Domingos accepting a cash and stock alternative offer, worth £37.94 a share. The board had already rejected two recent AB InBev purchase bids, including one on Monday for 40 pounds and an earlier offer at 38 pounds.

For its part, InBev said the deal was fair.

The company has until 5pm on October 14th to make a formal bid under Takeover Panel deadlines. In 2013, A-B InBev paid $20.1 billion to buy the half of Grupo Modelo that it didn’t own.

Were an agreement to eventually emerge, the combined company would have 31 percent of the global beer market, dwarfing the next biggest player, Heineken, which has 9 percent of the market.

InBev said it was disappointed that SAB had so far spurned its approaches without “meaningful engagement”. AB InBev said it had done significant work to find solutions and had repeatedly offered to share this analysis with SABMiller. “This deal is about growth”, he said.

The company’s portfolio comprises over 200 beer brands including Budweiser, Stella Artois and Corona.

Today, SABMiller produces over 200 beers, and has 70,000 employees across 80 countries.

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