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Reuters: Heineken NV won full control of the maker of Tiger beer on Friday after shareholders of its Asian partner, Fraser and Neave Ltd (F&N), voted in favour of selling the conglomerate’s stake in the brewer for $6.3 billion.
The vote ends a two-month battle between Heineken and companies linked to Thai billionaire Charoen Sirivadhanabhakdi for control of Asia Pacific Breweries (APB), which makes several other popular brands of beer and operates 30 breweries across 14 countries.
The spotlight is now on F&N over a $7.2 billion bid for the rest of the conglomerate by Charoen through Thai Beverage PCL and TCC Assets Ltd. The Thais control 30.7% of F&N, which will remain a large player in the property and soft drinks businesses after the APB sale.
The Thais could have tried to block the sale of F&N’s 40% stake in APB to Heineken but said last week they would vote in favour of the deal. The Dutch brewer, in turn, agreed not to make a competing bid for control of F&N.
Heineken, already the owner of nearly 56% of APB through an 81-year-old venture with F&N, sought full control of the brewer to ward off Charoen’s advances and protect its interests in Asia’s fast-growing beer market.
While the Thais have given their approval for the APB sale, they are not yet ready to funnel back the proceeds to shareholders.
A proposal by F&N’s board to pay out S$4 billion to shareholders via a capital reduction failed at the shareholders’ meeting due to opposition from the Thais. The motion required 75% support but got only 54%.
“This move gives ThaiBev and TCC greater influence over the use of proceeds from the APB divestment as F&N’s largest single shareholder,” Deutsche Bank analyst Gregory Lui said in a client note seen by Reuters.
“ThaiBev/TCC could use the capital to fund acquisitions to grow F&N’s business, or to make distributions which may be more amenable to ThaiBev/TCC.”
By keeping the S$4 billion within F&N, the Thais would also make it more expensive for a third party to launch a counterbid for the conglomerate, other analysts and bankers have said.
The Thai group’s offer for the rest of F&N that it does not own expires on October 29.
Japan’s Kirin Holdings Co Ltd, F&N’s second-biggest shareholder with a 15% stake, is still holding out for potentially a higher price, banking sources said.
The Japanese brewer was exploring options including selling its F&N stake to Thai Beverage or another potential buyer, sources with direct knowledge of the matter told Reuters on Friday.
Kirin has not indicated any intention to sell, F&N’s financial controller Hui Choon Kit told a news conference in Singapore after the shareholders’ meeting.
The Japanese brewer said previously it was interested in F&N’s food and non-alcoholic drinks business.
Kirin bought the stake in F&N for S$6.50 a share from Singapore state investor Temasek Holdings Pvt Ltd in 2010.
F&N is the leader in the soft drinks markets in Singapore and Malaysia, with a 24.5% and 26.9% market share, respectively, according to Euromonitor. But F&N’s reach in the rest of the region is weak and its Asia-Pacific market share is only 0.3%.
