SABMiller acquires Topvar Brewery in Slovakia
9 May 2005
SABMiller plc announces that it has agreed to acquire the Slovakian brewer Topvar, a.s. (“Topvar” or the “Company”). Topvar is located in the City of Topoľčany in Western Slovakia and sold 569,000 hectolitres of beer in 2004.
Under the terms of the agreement with the controlling shareholders, SABMiller will make an offer to acquire all the shares of the minority shareholders in the Company (40.5% interest) (“the Offer”). Depending on the level of acceptances under the Offer, the controlling shareholders, who have a 59.5% interest in the Company, have agreed to sell sufficient shares such that SABMiller’s interest will be at least 33%, but not more than 49% of the issued share capital (“Initial Stake”).
Six months after the acquisition of the Initial Stake, the controlling shareholders will sell further shares (“the Additional Shares”) to enable SABMiller to increase its interest to at least 67% of Topvar. The remaining shares held by the controlling shareholders are subject to put and call arrangements exercisable within 18 months of SABMiller acquiring the Additional Shares.
The transaction is conditional upon Slovakian Anti-monopoly Office approval, a minimum level of acceptances under the Offer and the fulfilment of certain technical requirements. Provided the minimum level of acceptances under the Offer is met, the transaction will provide SABMiller with an interest in Topvar of at least 95%.
The value of the net assets to be acquired is approximately US$15.2 million.
Alan Clark, Managing Director of SABMiller’s European division, commented:
“This acquisition complements our existing operations in Slovakia and strengthens our overall position in Central Europe. Topvar brings to SABMiller a strong local brand, an excellent distribution platform in Western Slovakia and a quality production site. The acquisition reflects our strategy of optimising and expanding our positions in developing markets and we anticipate brand, procurement and distribution benefits arising from the transaction.”
Notes to editors:
SABMiller plc is one of the world’s largest brewers, with 2003/04 lager sales volumes in excess of 137 million hectolitres. It has a brewing presence in over 40 countries across four continents and a portfolio of strong brands and leading market shares in many of the countries in which it has brewing operations. Outside the USA, SABMiller plc is one of the largest bottlers of Coca-Cola products in the world.
In the year ended 31 March 2004, the group generated US$1,391 million pre-tax profit from a turnover of US$12,645 million. SABMiller plc is listed on the London and Johannesburg stock exchanges.
|Sue Clark, Director of Corporate Affairs||Tel: +44 20 7659 0184|
|Gary Leibowitz, Vice President, Investor Relations||Tel: +44 20 7659 0119
Mob: +44 7717 428540
|Nigel Fairbrass, Head of Media Relations||Tel: +44 20 7659 0105
Mob: +44 7799 894265
|Peter Fecko, Mmd Public Relations (Slovakia)|| Tel: +421 2 5293 2476
Mob: +421 905 213 136
This announcement does not constitute an offer to sell or issue or the solicitation of an offer to buy or acquire securities of SABMiller plc (the "Company") or any of its affiliates in any jurisdiction or an inducement to enter into investment activity.
This document includes "forward-looking statements". These statements may contain the words "anticipate", "believe", "intend", "estimate", "expect" and words of similar meaning. All statements other than statements of historical facts included in this announcement, including, without limitation, those regarding the Company's financial position, business strategy, plans and objectives of management for future operations (including development plans and objectives relating to the Company's products and services) are forward-looking statements. These forward-looking statements involve known and unknown risks, uncertainties and other important factors that could cause the actual results, performance or achievements of the Company to be materially different from future results, performance or achievements expressed or implied by such forward-looking statements. These forward-looking statements are based on numerous assumptions regarding the Company's present and future business strategies and the environment in which the Company will operate in the future. These forward-looking statements speak only as at the date of this announcement. The Company expressly disclaims any obligation or undertaking to disseminate any updates or revisions to any forward-looking statements contained in this announcement to reflect any change in the Company's expectations with regard thereto or any change in events, conditions or circumstances on which any such statement is based.
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