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Heineken resolves Asia Pacific Breweries impasse

by Renee Cordes  |  Published September 19, 2012 at 12:49 PM
Heineken_227x128.jpgHeineken NV and Thai billionaire Charoen Sirivadhanabhakdi ended their two-month-long standoff peacefully Wednesday as the financier agreed to back Heineken's acquisition of Tiger beermaker Asia Pacific Breweries Ltd.

The announcement comes less than a week after Sirivadhanabhakdi launched a surprise 9 billion Singapore dollars ($7.3 billion) offer for the 70% he does not already own in Singapore's Fraser and Neave Ltd., obstructing Heineken's efforts to take control of APB, the Dutch group's joint venture with Fraser and Neave.

Heineken shares rose 5.2% Wednesday morning in Amsterdam to €45.06, giving the company a market value of €25.96 billion ($33.9 billion).

Sirivadhanabhakdi controls Thai Beverage PCL, which had previously built up its stake in Fraser and Neave to 28.9%. While Heineken's bid for APB had the backing of Fraser and Neave's board, Sirivadhanabhakdi's play for Fraser and Neave had thrown the plan into question.

With a Sept. 28 Fraser and Neave shareholder vote on a sweetened S$5.6 billion deal with Heineken for APB quickly approaching, ThaiBev and its affiliates agreed to tender all their Fraser and Neave shares to Heineken, while the Dutch brewer promised not to make a general offer for Fraser and Neave itself, the companies said in a joint announcement.

For Heineken, the APB deal will be its largest since the 2010 purchase of the beer operations of Coca-Cola Co. bottler Fomento Economico Mexicano AB, or Femsa, for $7.4 billion. It will also allow the world's third-largest brewer to catch up with larger rivals Anheuser-Busch InBev SA/NV and SABMiller plc in terms of exposure to emerging markets.

"This is not a cheap deal for Heineken, but one that is of strategic importance for the company," noted Richard Withagen, an analyst with SNS Securities NV in Amsterdam, who recommends holding Heineken shares.

APB, founded as Malayan Breweries Ltd. in 1931, has a large geographic footprint in Asia, with 30 breweries in 14 countries including Singapore, Cambodia, China, Thailand and Vietnam. Besides Heineken and Tiger beer, its 40-strong portfolio includes Anchor beer, ABC Extra Stout and Baron's Strong Brew.

APB's group profit before interest, taxation and exceptional items for the six months through March 31 rose 30% to S$443 million, thanks to price increases and strong demand in Indonesia, Vietnam and Papua New Guinea.

ThaiBev forced Heineken's hand in July, when it unveiled a surprise S$2.2 billion bid for stakes in Fraser and Neave and APB.

Three days later, Heineken responded with a S$50 per share offer for control of APB. It then raised its offer to S$53 per share after Kindest Place Groups Ltd., controlled by Sirivadhanabhakdi's son-in-law, offered to buy 7.3% of APB for S$55 a share.

Fraser and Neave's board rejected the Sirivadhanabhakdi-linked offer and instead recommended Heineken's sweetened bid, which is conditional on shareholder approval at the Sept. 28 meeting.

Heineken said Wednesday it had agreed to buy Kindest Place's 8.6% stake in APB for S$1.18 billion.

Fraser and Neave shares retreated 0.89% to S$8.89 in Singapore Wednesday.

Heineken is taking advice on the APB deal from Credit Suisse Group's David Serre and Pankjaj Goel along with Citigroup Inc.'s Matthew Nimtz, as well as Singapore law firm Duane Morris & Selvam LLP. Fraser and Neave enlisted Goldman, Sachs & Co. on the Heineken offer.

TCC Assets Ltd., the ThaiBev affiliate behind the bid for Fraser and Neave, had turned to United Overseas Bank Ltd., DBS Bank Ltd. and Morgan Stanley.

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Tags: ABC Extra Stout | Anchor beer | Anheuser-Busch InBev SA/NV | APB | Asia Pacific Breweries Ltd. | Baron's Strong Brew | Charoen Sirivadhanabhakdi | Citigroup Inc. | Credit Suisse Group | DBS Bank Ltd. | Duane Morris & Selvam LLP | Fraser and Neave Ltd. | Goldman Sachs & Co. | Heineken NV | joint venture | Kindest Place Groups Ltd. | Morgan Stanley | SABMiller plc | TCC Assets Ltd. | Thai Beverage PCL | Tiger | United Overseas Bank Ltd.

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Renee Cordes

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