June 24, 2017

DealBook: Heineken Wins Asian Brewer for $4.6 Billion

HONG KONG–The Dutch brewer Heineken finally succeeded Friday in its $4.6 billion bid to acquire Asia Pacific Breweries, the Singapore-listed maker of Tiger beer, following a two-month battle with a Thai billionaire.

Shareholders of Fraser Neave, the Singaporean conglomerate that owns Asia Pacific Breweries, voted Friday to approve the sale of the brewing unit to Heineken for a sweetened price of 53 Singapore dollars, or $43.24, for each share of Asia Pacific Breweries the Dutch company did not already own. The total to be paid by Heineken is 5.6 billion Singapore dollars, or $4.6 billion, and the deal values Asia Pacific Breweries at around $11 billion.

Winning control of Asia Pacific Breweries will boost Heineken’s presence in key growth markets in developing Asia. The Singapore-listed brewer operates 30 breweries across Asia, including in far-flung counties like Mongolia, Papua New Guinea and the Solomon Islands. Its brand portfolio includes Tiger beer and Bintang lager, which enjoy their strongest positioning in lucrative Southeast Asian markets.

Approval from shareholders of Fraser Neave, which has businesses ranging from real estate to food and beverage, was seen as all but certain after Heineken last week struck an agreement securing backing for the sale of the brewing unit from the Thai billionaire, Charoen Sirivadhanabhakdi, whose Thai Beverage owns 30 percent of Fraser Neave and who is currently bidding for full control of the Singapore conglomerate.

The Japanese brewer Kirin also owns a 15 percent stake in Fraser Neave, but has not stated whether it will sell to Mr. Charoen.

A separate vote on Friday shot down a proposal by Fraser Neave to pay out 4 billion Singapore dollars, or $3.3 billion, to its shareholders following the disposal of Asia Pacific Breweries to Heineken. The cash distribution, part of a capital reduction plan, had been opposed by Mr. Charoen.

Shareholders of Fraser Neave will still have to vote on whether to accept the offer from Mr. Charoen of 8.8 billion Singapore dollars, or $7.2 billion, for the 70 percent of the conglomerate he does not already control. Mr. Charoen’s TCC Assets has set a deadline of October 29 for shareholders to decide on his offer.

Article source: http://dealbook.nytimes.com/2012/09/28/heineken-wins-asian-brewer-for-4-6-billion/?partner=rss&emc=rss

DealBook: Thai Billionaire Tries to Edge Out Heineken for Singaporean Brewery

Heineken and Thai Beverage are both attempting to buy Fraser  Neave's beer unit, whose brands include Tiger Beer.Wong Maye-E/Associated PressHeineken and Thai Beverage are both attempting to buy Fraser Neave’s beer unit, whose brands include Tiger Beer.

8:38 p.m. | Updated

A Thai billionaire’s takeover offer for a Singaporean conglomerate, Fraser Neave, could scuttle plans by the Dutch brewer Heineken to buy its beer unit.

The billionaire, Charoen Sirivadhanabhakdi, offered $7.3 billion in cash for the 70 percent stake in Fraser Neave that he did not already own — a 4.3 percent premium to Fraser Neave’s closing stock price on Wednesday. Heineken and Thai Beverage, which is controlled by Mr. Charoen, have been battling for control of Asia Pacific Breweries, the beer business jointly owned by Heineken and Fraser Neave. Last month, Heineken moved a step closer to gaining control of Asia Pacific Breweries after it raised its offer to $4.3 billion to buy Fraser Neave’s interest in the company.

Fraser Neave, whose brands include Tiger Beer, has recommended the offer to its shareholders, who are to vote on the deal at the end of the month.

By starting a multibillion-dollar takeover bid for Fraser Neave, Mr. Charoen may be able to overturn the deal with Heineken. Mr. Charoen already holds a 30 percent stake in Fraser Neave through Thai Beverage and TCC Assets, an investment vehicle he controls.

Through TCC Assets, Mr. Charoen offered 8.88 Singapore dollars ($7.22) on Thursday for each share in Fraser Neave, which also operates a large global real estate portfolio. The deal values the company at $10.2 billion. The offer is supported by loans from two Singaporean banks and Morgan Stanley.

Charoen Sirivadhanabhakdi, the chairman of Thai Beverage.Tim Chong/ReutersCharoen Sirivadhanabhakdi, the chairman of Thai Beverage.

“We believe the offer represents an opportunity for F.N. shareholders to realize the value of their investment in cash and to make a complete exit,” Mr. Charoen said in a statement.

For months, Mr. Charoen has been positioning himself to decide the future of Asia Pacific Breweries. In August, Thai Beverage increased its stake to 26.2 percent, making it the company’s largest shareholder and allowing Mr. Charoen to dictate whether Fraser Neave shareholders would support Heineken’s takeover. Thai Beverage has subsequently increased its holding to 29 percent.

Kindest Place, a separate company controlled by the son-in-law of Mr. Charoen, also bought an 8.6 percent stake in Asia Pacific. The Japanese brewer Kirin is the second-largest shareholder in Fraser Neave, with a 15 percent stake. Heineken said it would review the $7.3 billion offer for Fraser Neave. A Heineken spokesman declined to comment on whether it would increase its offer.

Shares in Fraser Neave closed up 4.8 percent in trading in Singapore, while stock in Heineken fell less than 1 percent in Amsterdam.

The battle for Asia Pacific Breweries comes as many of the world’s beer companies are turning to emerging markets in search of growth. With fast-expanding middle classes and economic growth running counter to the global slowdown, developing countries offer new sources of revenue compared with Western countries, which continue to struggle from the European debt crisis and volatility in the financial markets.

This year, Anheuser-Busch InBev, whose brands include Budweiser and Stella Artois, agreed to pay $20.1 billion for the half of the Mexican brewer Grupo Modelo that it did not already own.

And SABMiller bought the Foster’s Group, the biggest beer company in Australia, for $10.2 billion last year. With the acquisition, SABMiller gained exposure to a developed market that offered high profit margins but lacked the growth seen in emerging markets.

Article source: http://dealbook.nytimes.com/2012/09/13/thai-billionaire-in-7-3-billion-bid-for-fraser-neave/?partner=rss&emc=rss

DealBook: Heineken Clinches Deal for Asia Pacific Breweries With $4.5 Billion Offer

Jean-Francois van Boxmeer, chief executive of HeinekenMarcel Antonisse/European Pressphoto AgencyJean-Francois van Boxmeer, chief executive of Heineken

Heineken claimed victory in its fight to gain control of Asia Pacific Breweries on Friday, announcing a sweetened deal to buy the rights to the beer maker held by Fraser Neave for about $4.5 billion.

Under the terms of the new agreement, Heineken will pay about $42.28 a share for Fraser Neave’s 39.7 percent stake in Asia Pacific. It will also pay about $130 million for certain other assets held by Fraser Neave.

All told, the new offer is worth nearly 10 percent more than Heineken’s initial offer, which was unveiled on July 20.

Through the agreement, which is still pending shareholder approval, Heineken will own 81.6 percent of Asia Pacific. The international brewer would then move to buy out the remaining shareholders, spending an estimated $2 billion.

“I am pleased that FN’s Board has agreed that our increased offer, which is now final, represents excellent value for FN and APB shareholders,” Jean-François van Boxmeer, Heineken’s chairman and chief executive, said in a statement.

The acquisition will give Heineken a stronger base from which to bolster its Asian operations, as Western brewers look to emerging markets to compensate for flat sales elsewhere.

Analysts had said that a higher bid from Heineken was in the offing, especially after Thai Beverage announced this week that it had added to its stake in Fraser Neave, giving it a potentially bigger say in the terms of a revised deal.

Heineken said that it planned to pay for the deal through cash on hand, an existing revolving credit facility and new financing lined up by its banks, Credit Suisse and Citigroup. The company said that it planned to cut its net debt to below 2.5 times its earnings within 24 months of closing the transaction.

As part of the deal, Fraser Neave cannot solicit or hold talks with alternative bidders for its Asia Pacific stake. Should its shareholders reject Heineken’s offer at the conglomerate’s annual meeting, it must pay the brewer a break-up fee of about $45 million.

Article source: http://dealbook.nytimes.com/2012/08/17/heineken-clinches-deal-for-asia-pacific-breweries-with-4-5-billion-offer/?partner=rss&emc=rss

DealBook: Heineken to Buy Stake in Asia Pacific Breweries for $4.1 Billion

Heineken offered to pay more than $4 billion for a stake in Asia Pacific Breweries, the maker of Tiger Beer.Mark Lennihan/Associated PressHeineken offered to pay more than $4 billion for a stake in Asia Pacific Breweries, the maker of Tiger Beer.

LONDON — Heineken extended its reach into Asia on Friday after the Dutch brewer agreed to buy a stake in one the region’s biggest brewers for roughly $4.1 billion.

Heineken, which already owns a 42 percent holding in Asia Pacific Breweries, will acquire a further 40 percent stake in the company from Fraser Neave, a Singapore-listed conglomerate and longstanding partner of Heineken’s in the region.

The deal underscores Heineken’s interest in fast-growing emerging markets.

Listed in Singapore, Asia Pacific Breweries operates 30 breweries across Asia, including in far-flung counties like Mongolia, Papua New Guinea and the Solomon Islands. Its brand portfolio includes Tiger Beer and Bintang lager, some of the best-known beers in the regional markets where they are sold.

Heineken previously said a successful deal would give it “direct access to a number of important markets, including Cambodia, China, Indonesia, Malaysia, New Zealand, Papua New Guinea, Singapore, Thailand and Vietnam.”

Larger global brewers are looking to deal-making as growth slows in their home markets.

In June, Anheuser-Busch InBev, whose beer brands include Budweiser and Stella Artois, agreed to buy the half of the Mexican brewer Grupo Modelo that it did not already own for $20.1 billion. Rival SABMiller bought Foster’s Group, the biggest beer company in Australia, for $10.15 billion last year.

Asia Pacific Breweries has been in play for weeks. Last month, Thai Beverage, controlled by the billionaire Charoen Sirivadhanabhakdi, initially offered to buy a 22 percent stake in Fraser Neave for $2.2 billion. Heineken countered in late July, offering to buy a 40 stake for roughly $4.1 billion. Heineken had set an Aug. 3 deadline for Fraser Neave’s board to accept its offer.

The agreement on Friday will trigger a requirement that Heineken make a mandatory buyout offer to remaining shareholders of the Asian brewer. The purchase of the remaining shares is expected to cost $1.9 billion. The deal is expected to close at the end of the year.

In early afternoon trading on Friday, shares in the European company rose 3.6 percent.

Credit Suisse and Citigroup advised Heineken on the deal.

Article source: http://dealbook.nytimes.com/2012/08/03/heineken-to-buy-stake-in-asia-pacific-breweries-for-4-1-billion/?partner=rss&emc=rss