Anheuser-Busch InBev (Euronext: ABI) (NYSE: BUD) and CVC Capital Partners announced today that they have signed a definitive agreement under which Anheuser-Busch InBev (“ABI”) will sell its Central European operations to CVC Capital Partners ("CVC"), a leading global private equity firm, for an enterprise value of approximately USD 2,231 million and additional rights to a future payment estimated to be as much as USD 800 million contingent on CVC's return on its initial investment.
Under the terms of the agreement, Funds advised by CVC have agreed to acquire ABI's operations in Bosnia-Herzegovina, Bulgaria, Croatia, Czech Republic, Hungary, Montenegro, Romania, Serbia and Slovakia.
CVC has also agreed to brew and/or distribute Stella Artois, Beck’s, Löwenbräu, Hoegaarden, Spaten and Leffe in the above countries under license from ABI. ABI will retain rights to brew and distribute Staropramen in several countries including Ukraine, Russia, the US, Germany and the UK.
In addition, ABI will have a right of first offer to reacquire the business should CVC decide to sell in the future.
Carlos Brito, Chief Executive Officer of Anheuser-Busch InBev, said: “We are pleased to announce this transaction which enables us to exceed our stated commitment to achieve USD 7 billion in divestitures, while better focusing our resources towards our core markets.
"The management and employees of our Central European businesses are very talented with extensive knowledge of their respective local markets and we believe they will have a successful future under CVC's ownership."
István Szoke, Head of Central and Eastern Europe at CVC, said: "The acquisition marks the first investment in the region for CVC and we are delighted to acquire such a strong business with iconic brands, experienced management and dedicated employees. CVC is committed to developing the group, to be renamed StarBev, into the regional champion and will work with the local management teams and employees to achieve this goal."
Closing of the transaction is subject to customary conditions, including regulatory clearances. The transaction is expected to close by January 2010.
Barclays Capital and Lazard acted as financial advisors to ABI and Clifford Chance acted as legal advisor.
As part of the transaction, CVC raised approximately USD 1 billion of senior debt financing from a group of international and regional banks. Freshfields acted as legal counsel to CVC.
The USD 2,231 million enterprise value is comprised of:
- USD 1,618 million in cash.
- USD 448 million in an unsecured deferred payment obligation with a six year maturity, which can be automatically extended by up to 2 years in the event of restructuring of the senior debt financing, bearing interest at 8-15%.
- USD 165 million in minority interests, assuming market value at close on October 14, 2009.
- Transaction terms agreed in Euros.
Dutch and French versions of this press release will be posted on www.ab-inbev.com.
The enclosed information constitutes regulated information as defined in the Royal Decree of 14 November 2007 regarding the duties of issuers of financial instruments which have been admitted for trading on a regulated market.