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InBev shareholders to vote on Anheuser-Busch bid

Thursday, September 4, 2008 | 4:30 p.m. CDT; updated 4:37 p.m. CDT, Thursday, September 4, 2008

BRUSSELS, Belgium — Shareholders of brewer InBev SA will vote Sept. 29 on the company's $52 billion bid for U.S. rival Anheuser-Busch Cos., InBev said Thursday.

The company said it also would ask shareholders to back a capital increase and the issuing of new shares that would raise up to $10 billion to pay for part of the deal.

That would cover the existing equity bridge financing of $9.8 billion in place since the deal was announced in July, InBev said.

InBev said it did not plan to increase capital by more than $9.8 billion but was adding an extra margin to cover any significant currency fluctuations until the company's board decides how many new shares to issue and at what price.

Three-quarters of InBev's shareholders must approve the Anheuser-Busch acquisition, the capital increase and changing the name of the company to Anheuser-Busch InBev.

At least half of the shareholders represented at the meeting also must approve the appointment of Anheuser-Busch Chief Executive August Busch IV as a company director and changing control of the company's existing $45 billion senior credit facility and the equity bridge financing of $9.8 billion.

InBev says its controlling shareholder - Stichting InBev, which owns a 52 percent stake in the brewer - already has agreed to vote for the Anheuser-Busch bid. Other shareholders representing 11 percent of InBev also will support the resolutions, the company said.

Stichting InBev is controlled by three Brazilian financiers - including the investment banker and billionaire Jorge Paulo Lemann - and a group of Belgian aristocratic families.

The deal combining InBev and Anheuser-Busch, expected to close by year-end, would create the world's largest brewer and the third-largest consumer product company.

InBev is currently the world's second-largest beer-maker, narrowly behind SABMiller. Swallowing Anheuser-Busch helps InBev leap ahead of SABMiller, capturing half of the U.S. beer market and a fifth of China and Russia.

InBev promises that its foothold in emerging markets such as China and Brazil will boost sales of Anheuser-Busch's iconic Budweiser beer, generating longer-term profits as sales stall in North America and Europe.

Anheuser-Busch agreed on July 14 to be taken over by InBev, heading off what had promised to be a long and acrimonious takeover battle for the St. Louis-based brewer. Its shareholders must also approve the bid.

InBev has tried to soothe American fears of job losses by promising to keep open all 12 North American breweries. Anheuser-Busch already plans to shed 1,185 positions - mostly by offering early retirement and not filling existing vacancies.

InBev still has another few stumbling blocks before it can raise a glass. Mexico's Grupo Modelo - 50 percent owned by Anheuser-Busch - claims that it has consent rights over the deal and is in talks with InBev.

InBev also is planning to raise more money to cover the deal by selling off noncore assets. Analysts have pointed to Anheuser-Busch's theme parks, but InBev says it would also consider selling some of its own businesses.

 


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