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Anheuser-Busch InBev SA/NV
(Incorporated in the Kingdom of Belgium)
Register of Companies Number: 0417.497.106.
Euronext Brussels Share Code: ABI
Mexican Stock Exchange Share Code: ABI
JSE Share Code: ANB
ISIN: BE0003793107
NYSE ADS Code: BUD
ISIN: US03524A1088
The enclosed information constitutes regulated information as defined in the Belgian Royal Decree of 14 November 2007
regarding the duties of issuers of financial instruments which have been admitted for trading on a regulated market.
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART IN, INTO OR
FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE
RELEVANT LAWS OR REGULATIONS OF THAT JURISDICTION.
ANHEUSER-BUSCH INBEV ENTERS INTO AGREEMENT TO
SELL SABMILLER'S INTEREST IN CHINA RESOURCES SNOW
BREWERIES TO CHINA RESOURCES BEER (HOLDINGS) CO. LTD.
Anheuser-Busch InBev SA/NV ("AB InBev") (Euronext: ABI) (NYSE: BUD) (MEXBOL: ABI) (JSE: ANB)
announced today that it has entered into an agreement to sell SABMiller plc's ('SABMiller') 49% interest in
China Resources Snow Breweries Ltd. ('CR Snow') to China Resources Beer (Holdings) Co. Ltd. ('CRB'),
which currently owns 51% of CR Snow. This announcement represents the next step in AB InBev's
continued commitment to proactively address regulatory considerations in its recommended acquisition of
SABMiller.
The agreement values SABMiller's 49% stake in CR Snow at 1.6 billion USD. The transaction has been
approved by the Board of CRB as well as by its majority shareholder and thus no extraordinary general
meeting will be required for approval. Upon completion of the transaction, CR Snow will become a direct
wholly-owned subsidiary of CRB.
The agreement with CRB is conditional on the successful closing of the recommended acquisition of
SABMiller by AB InBev as announced on 11 November 2015, which itself contains certain regulatory pre-
conditions and conditions. In addition, this agreement is subject to any applicable regulatory approval in
China, and AB InBev and CRB will work closely together through any such process. CRB's acquisition of
SABMiller's stake in CR Snow is expected to close in conjunction with AB InBev's acquisition of SABMiller.
In connection with this transaction, Lazard and Merrill Lynch International are acting as financial advisors
to AB InBev. Sullivan & Cromwell, Freshfields Bruckhaus Deringer LLP and Fangda are acting as legal
counsel to AB InBev.
Media Investors
Marianne Amssoms Graham Staley
Tel: +1-212-573-9281 Tel: +1-212-573-4365
E-mail: marianne.amssoms@ab-inbev.com E-mail: graham.staley@ab-inbev.com
Karen Couck
Tel: +1-212-573-9283 Heiko Vulsieck
E-mail: karen.couck@ab-inbev.com Tel: +32-16-27-68-88
E-mail: heiko.vulsieck@ab-inbev.com
Kathleen Van Boxelaer
Tel: +32-16-27-68-23
E-mail: kathleen.vanboxelaer@ab-inbev.com
Steve Lipin, Brunswick Group
Tel: +212-333-3810
E-mail: slipin@brunswickgroup.com
2 March 2016
JSE Sponsor: Deutsche Securities (SA) Proprietary Limited
About Anheuser-Busch InBev
Anheuser-Busch InBev is a publicly traded company (Euronext: ABI) based in Leuven, Belgium, with a secondary listing
on the Mexico (MEXBOL: ABI) and South Africa (JSE: ANB) stock exchanges and with American Depositary Receipts on
the New York Stock Exchange (NYSE: BUD). It is the leading global brewer and one of the world's top five consumer
products companies. Beer, the original social network, has been bringing people together for thousands of years and
the company's portfolio of well over 200 beer brands continues to forge strong connections with consumers. This
includes global brands Budweiser', Corona' and Stella Artois'; international brands Beck's', Leffe' and
Hoegaarden'; and local champions Bud Light', Skol', Brahma', Antarctica', Quilmes', Victoria', Modelo
Especial', Michelob Ultra', Harbin', Sedrin', Klinskoye', Sibirskaya Korona', Chernigivske', Cass' and Jupiler'.
Anheuser-Busch InBev's dedication to quality goes back to a brewing tradition of more than 600 years and the Den
Hoorn brewery in Leuven, Belgium, as well as the pioneering spirit of the Anheuser & Co brewery, with origins in St.
Louis, USA since 1852. Geographically diversified with a balanced exposure to developed and developing markets,
Anheuser Busch InBev leverages the collective strengths of more than 150,000 employees based in 26 countries
worldwide. In 2015, AB InBev realized 43.6 billion US dollar revenue. The company strives to be the Best Beer
Company Bringing People Together For a Better World. For more information, please visit: www.ab-inbev.com.
Lazard is acting exclusively as lead financial adviser to AB InBev and for no one else in connection with the
Transaction and is not, and will not be, responsible to anyone other than AB InBev for providing the
protections afforded to clients of Lazard, or for providing advice in connection with the Transaction or any
other matters referred to in this Announcement. Neither Lazard nor any of its affiliates owes or accepts
any duty, liability or responsibility whatsoever (whether direct or indirect, whether in contract, in tort,
under statute or otherwise) to any person who is not a client of Lazard in connection with this Transaction,
any statement contained herein or otherwise.
Lazard & Co., Limited is authorised and regulated in the United Kingdom by the Financial Conduct
Authority.
Merrill Lynch International, a subsidiary of Bank of America Corporation ('Merrill Lynch International'),
which is authorised by the Prudential Regulation Authority and regulated by the FCA and the Prudential
Regulation Authority in the UK, is acting exclusively for AB InBev and no one else in connection with the
Transaction and will not be responsible to anyone other than AB InBev for providing the protections
afforded to its clients or for providing advice in relation to the Transaction or any other matters referred to
in this Announcement.
Dutch and French versions of this press release will be available on www.ab-inbev.com.
Further information, including all documents related to the proposed acquisition of SABMiller by AB InBev
can be found at www.globalbrewer.com.
NOTES
Disclosure requirements of the Code
Under Rule 8.3(a) of the City Code on Takeovers and Mergers (the 'Code'), any person who is interested in 1% or more
of any class of relevant securities of an offeree company or of any securities exchange offeror (being any offeror other
than an offeror in respect of which it has been announced that its offer is, or is likely to be, solely in cash) must make
an Opening Position Disclosure following the commencement of the offer period and, if later, following the
announcement in which any securities exchange offeror is first identified. An Opening Position Disclosure must contain
details of the person's interests and short positions in, and rights to subscribe for, any relevant securities of each of (i)
the offeree company and (ii) any securities exchange offeror(s). An Opening Position Disclosure by a person to whom
Rule 8.3(a) applies must be made by no later than 3.30 pm (London time) on the 10th business day following the
commencement of the offer period and, if appropriate, by no later than 3.30 pm (London time) on the 10th business
day following the announcement in which any securities exchange offeror is first identified. Relevant persons who deal
in the relevant securities of the offeree company or of a securities exchange offeror prior to the deadline for making an
Opening Position Disclosure must instead make a Dealing Disclosure.
Under Rule 8.3(b) of the Code, any person who is, or becomes, interested in 1% or more of any class of relevant
securities of the offeree company or of any securities exchange offeror must make a Dealing Disclosure if the person
deals in any relevant securities of the offeree company or of any securities exchange offeror. A Dealing Disclosure must
contain details of the dealing concerned and of the person's interests and short positions in, and rights to subscribe for,
any relevant securities of each of (i) the offeree company and (ii) any securities exchange offeror(s), save to the extent
that these details have previously been disclosed under Rule 8. A Dealing Disclosure by a person to whom Rule 8.3(b)
applies must be made by no later than 3.30 pm (London time) on the business day following the date of the relevant
dealing.
If two or more persons act together pursuant to an agreement or understanding, whether formal or informal, to acquire
or control an interest in relevant securities of an offeree company or a securities exchange offeror, they will be deemed
to be a single person for the purpose of Rule 8.3.
Opening Position Disclosures must also be made by the offeree company and by any offeror and Dealing Disclosures
must also be made by the offeree company, by any offeror and by any persons acting in concert with any of them (see
Rules 8.1, 8.2 and 8.4).
Details of the offeree and offeror companies in respect of whose relevant securities Opening Position Disclosures and
Dealing Disclosures must be made can be found in the Disclosure Table on the Takeover Panel's website at
www.thetakeoverpanel.org.uk, including details of the number of relevant securities in issue, when the offer period
commenced and when any offeror was first identified. You should contact the Panel's Market Surveillance Unit on +44
(0)20 7638 0129 if you are in any doubt as to whether you are required to make an Opening Position Disclosure or a
Dealing Disclosure.
Forward Looking Statements
This press release contains 'forward-looking statements'. These statements are based on the current expectations and
views of future events and developments of the management of AB InBev and are naturally subject to uncertainty and
changes in circumstances. The forward-looking statements contained in this release include statements relating to AB
InBev's proposed acquisition of SABMiller and AB InBev's possible divestiture of certain parts of SABMiller's China
business (including with respect to the expected timing and scope of these transactions), and other statements other
than historical facts. Forward-looking statements include statements typically containing words such as 'will', 'may',
'should', 'believe', 'intends', 'expects', 'anticipates', 'targets', 'estimates', 'likely', 'foresees' and words of similar
import. All statements other than statements of historical facts are forward-looking statements. You should not place
undue reliance on these forward-looking statements, which reflect the current views of the management of AB InBev,
are subject to numerous risks and uncertainties about AB InBev and SABMiller and are dependent on many factors,
some of which are outside of AB InBev's control. There are important factors, risks and uncertainties that could cause
actual outcomes and results to be materially different, including the satisfaction of the pre-conditions and the conditions
to the transactions described herein, the ability to obtain the regulatory approvals related to the transactions and the
ability to satisfy any conditions required to obtain such approvals, and the risks relating to AB InBev described under
Item 3.D of its Annual Report on Form 20-F ('Form 20-F') filed with the US Securities and Exchange Commission
('SEC') on 24 March 2015 and in Exhibit 99.4 to its Report on Form 6-K (the 'SABMiller 6-K') filed with the SEC on 21
December 2015. Other unknown or unpredictable factors could cause actual results to differ materially from those in the
forward-looking statements. There can be no certainty that the proposed transactions will be completed on the terms
described herein or at all.
The forward-looking statements should be read in conjunction with the other cautionary statements that are included
elsewhere, including AB InBev's most recent Form 20-F, reports furnished on Form 6-K, and any other documents that
AB InBev or SABMiller have made public. Any forward-looking statements made in this communication are qualified in
their entirety by these cautionary statements, and there can be no assurance that the actual results or developments
anticipated by AB InBev will be realized or, even if substantially realized, that they will have the expected consequences
to, or effects on, AB InBev or its business or operations. Except as required by law, AB InBev undertakes no obligation
to publicly update or revise any forward-looking statements, whether as a result of new information, future events or
otherwise.
Future SEC Filings and This Filing: Important Information
In the event that AB InBev and SABMiller implement a transaction relating to the acquisition of SABMiller by AB InBev,
AB InBev or Newco (a Belgian limited liability company to be formed for the purposes of such transaction) may be
required to file relevant materials with the SEC. Such documents, however, are not currently available. INVESTORS ARE
URGED TO READ ANY DOCUMENTS REGARDING SUCH POTENTIAL TRANSACTION IF AND WHEN THEY BECOME
AVAILABLE, BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION. Investors will be able to obtain a free copy of
such filings without charge, at the SEC's website (http://www.sec.gov) once such documents are filed with the SEC.
Copies of such documents may also be obtained from AB InBev, without charge, once they are filed with the SEC.
Notice to US investors
US holders of SABMiller shares should note that the steps of any transaction requiring approval by SABMiller
shareholders may be implemented under a UK scheme of arrangement provided for under English company law. If so,
it is expected that any shares to be issued under the transaction to SABMiller shareholders would be issued in reliance
upon the exemption from the registration requirements of the US Securities Act of 1933, provided by Section 3(a)(10)
thereof and would be subject to UK disclosure requirements (which are different from those of the United States). The
transaction may instead be implemented by way of a takeover offer under English law. If so, any securities to be issued
under the transaction to SABMiller shareholders will be registered under the US Securities Act, absent an applicable
exemption from registration. If the transaction is implemented by way of UK takeover offer, it will be done in
compliance with the applicable rules under the US Exchange Act of 1934, including any applicable exemptions provided
under Rule 14d-1(d) thereunder.
This filing shall not constitute an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any
sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of any such jurisdiction. No offering of securities shall be made except by means
of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended.
Date: 02/03/2016 08:30:00 Supplied by www.sharenet.co.za
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