Anheuser-Busch InBev and SABMiller’s merger cleared by U.S. Department of Justice

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[Press Release:] Transaction on Track to Close in Second Half of 2016

Anheuser-Busch InBev NV/SA (“AB InBev”) (Euronext: ABI) (NYSE: BUD) (MEXBOL: ABI) (JSE: ANB) announced today that it has entered into a consent decree with the United States Department of Justice (see https://www.justice.gov/atr/antitrust-case-filings-alpha), which clears the way for U.S. approval of its recommended combination with SABMiller plc (“SABMiller”). The company reaffirmed its expectation to close the global transaction in the second half of 2016.

“With today’s agreement, we have taken a significant step forward on the transaction, which will create the world’s first truly global brewer,” said Carlos Brito, CEO of AB InBev. “Our combination with SABMiller will bring more choice to more beer drinkers—and extend the global reach of our iconic American brands, such as Budweiser—in markets outside of the U.S.”

As part of the consent decree and consistent with AB InBev’s approach to proactively address potential regulatory concerns, the company agreed to divest SABMiller’s U.S. interest in MillerCoors to Molson Coors. This divestiture, which was previously announced between AB InBev and Molson Coors, is conditioned on the successful closing of the combination of AB InBev with SABMiller.

The terms of the consent decree formalize prior commitments the company’s U.S. entity Anheuser-Busch (“AB”) has made including:

– AB will not acquire a distributor if doing so would result in more than 10% of its annual volume being distributed through wholly-owned distributorships in the U.S.

– AB will not terminate any wholesalers as a result of the combination with SABMiller.

In addition, certain aspects of the company’s U.S. sales programs and policies will be reviewed and modified to conform to the consent decree.

Carlos Brito added: “We will continue to invest heavily in the U.S., including our efforts to build our entire portfolio of brands, support and incentivize our wholesalers, and compete effectively in a dynamic and fast-changing market. While we will make some adjustments to certain aspects of our U.S. sales programs and policies, our fundamental approach and commitment to this market will not change. We will continue to compete and win in the U.S. marketplace going forward.”

AB InBev has now obtained approval in 21 jurisdictions. Clearance decisions, with or without conditions, have now been obtained: in North America (US and Canada); Asia-Pacific (Australia, India, and South Korea); in Africa (Botswana, Kenya, Namibia, Swaziland, Zambia, Zimbabwe, and South Africa); in Europe (the EU, Albania, Moldova, Turkey and Ukraine); and in Latin America (Chile, Colombia, Mexico and Uruguay). Approval in Ecuador is subject to certain conditions.

In the remaining jurisdictions where regulatory clearance is still pending, AB InBev will continue to engage proactively with the relevant authorities to address their concerns in order to obtain the necessary clearances as quickly as possible.

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