Outcome of SABMiller tender offers for shares in subsidiaries in Ecuador and announcement of an Ecuadorian merger
28 December 2006
On 18 October 2006, SABMiller plc (“SABMiller”) announced that simultaneous tender offers had been launched on the Guayaquil and Quito Stock Exchanges for all the shares in its listed Ecuadorian subsidiaries, Compañía de Cervezas Nacionales C.A. (“CCN”) and Cervecería Andina S.A. (“Andina”) and a tender offer for all of the shares in its unlisted Ecuadorian subsidiary, Agrilsa Agricola e Industrial S.A. (“Agrilsa“) (collectively the “Offers”). The Offers were made in cash, at US$36.25 per share for each of the three companies and closed on 13 December 2006.
Acceptances were received from 62.31%, 57.78% and 78.41% of the non-SABMiller holders of CCN, Andina and Agrilsa shares, respectively. As a result, SABMiller’s effective interest has increased to 96.00% in CCN, to 85.49% in Andina and to 96.93% in Agrilsa. The total cash consideration paid to non-SABMiller shareholders as a result of the Offers was approximately US$54 million.
As previously announced, following the successful completion of the Offers it is intended to merge the operations of CCN and Andina into one integrated business in Ecuador (the “Merger”). On 22 December 2006, meetings of the shareholders of CCN and Andina were held at which resolutions approving the Merger were passed. Steps will now be taken under Ecuadorian Law to merge CCN and Andina. SABMiller anticipates this process will take up to 10 months to complete.
Commenting on the transaction, Barry Smith, President, SABMiller South America, said:
“We are very pleased with the response from shareholders to the offers. We will now proceed with the necessary steps to integrate our two excellent businesses in Ecuador into a single company to create a world class operation, further demonstrating SABMiller’s commitment to its Ecuadorian businesses and employees”.
Notes to editors:
About SABMiller plc
SABMiller plc is one of the world’s largest brewers with brewing interests or distribution agreements in over 60 countries across six continents. The group’s brands include premium international beers such as Miller Genuine Draft, Peroni Nastro Azzurro and Pilsner Urquell, as well as an exceptional range of market leading local brands. Outside the USA, SABMiller plc is also one of the largest bottlers of Coca-Cola products in the world.
In the year ended 31 March 2006, the group reported US$15,307 million in revenues and profit before tax of US$2,453 million. SABMiller plc is listed on the London and Johannesburg stock exchanges.
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