Anheuser-Busch InBev to Buy Remaining Stake in Grupo Modelo for $20.1 Billion

02 Jul, 2012

Skadden is representing Anheuser-Busch InBev in its acquisition of the remaining stake of Grupo Modelo, S.A.B. de C.V. that it doesn’t already own for $20.1 billion, announced today. AB InBev, based in Belgium, is the leading global brewer and one of the world’s top five consumer products companies. Grupo Modelo is the leader in Mexico in beer production, distribution and marketing.

 

Anheuser-Busch InBev (Euronext: ABI)(NYSE: BUD) and Grupo Modelo, S.A.B. de C.V. (BMV: GMODELOC) have entered into an agreement under which Anheuser-Busch InBev will acquire the remaining stake in Grupo Modelo that it does not already own for USD 9.15 per share in cash in a transaction valued at USD 20.1 billion or MXN 278.6 billion[1]. The combination will be completed through a series of steps that will simplify Grupo Modelo’s corporate structure, followed by an all-cash tender offer by AB InBev for all outstanding Grupo Modelo shares. The tender price represents a premium of approximately 30% to the closing price of Grupo Modelo series C shares on June 22, 2012.

 

The agreement is a natural next step given AB InBev’s existing economic stake of more than 50% in Grupo Modelo and the successful long-term partnership between the two companies. The combined company would lead the global beer industry with roughly 400 million hectoliters of beer volume annually and 2012 estimated revenues of USD 47 billion. Its operations would span 24 countries with enhanced opportunities for 150,000 employees across the globe.

 

“Grupo Modelo has been one of our most important partners for more than 20 years and we are very pleased to evolve our long and successful relationship into this combination,” said Carlos Brito, Chief Executive Officer of Anheuser-Busch InBev. “There is tremendous opportunity from combining two leading brand portfolios and further expanding Grupo Modelo’s brands worldwide through AB InBev’s extensive global distribution network. Our admiration for Grupo Modelo’s business and brands has only increased with time and we look forward to joining our historic and world-class breweries. We also recognize and appreciate the critical role that Grupo Modelo’s shareholders and management have played in the company’s longstanding success within Mexico and internationally and look forward to their continued contributions.”

 

“We have worked together with Anheuser-Busch InBev in a productive decades-long partnership, and it is time to cement our relationship through this merger,” said Carlos Fernandez, Chairman and Chief Executive Officer of Grupo Modelo. “Together we will be the leading global brewer with top brands around the world and positions in some of the fastest growing countries. This is an exciting transaction that will bring our brands and proud heritage to even more consumers internationally while offering an increasing number of AB InBev’s brands in Mexico. Grupo Modelo’s Board believes that this combination will deliver significant benefits for all stakeholders.”

 

Skadden partners on this matter include:

Paul Schnell (pictured), Mergers and Acquisitions, New York
Tom Greenberg, Mergers and Acquisitions, New York
Marie Gibson, Mergers and Acquisitions, New York
Steve Sunshine, Antitrust and Competition, Washington, D.C.
Cliff Aronson, Antitrust and Competition, Washington, D.C.
Ian John, Antitrust and Competition, New York
Victor Hollender, Tax, New York

Skadden was the sole U.S. legal counsel representing AB InBev in this deal.

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