F&N bites Heineken's $5.59b bid

Its entire interest in Asia Pacific Breweries was sold at $53 per share.

In a release, Fraser and Neave announced that it has entered into sale and purchase agreements with Heineken International B.V. , a wholly owned subsidiary of Heineken N.V., to sell its entire interest in Asia Pacific Breweries Limited and other assets in Asia Pacific Investment Pte Ltd for an aggregate consideration of $5.59 billion.

This consideration values F&N’s 32.4% effective interest, held through a 50-50 joint venture APIPL between F&N and Heineken N.V., at $4.43 billion. The other assets held by APIPL were valued at $163 million. F&N’s 7.3% direct interest in APB is valued at $994 million. The $5.59 billion consideration is a $307 million or a 6.0% increase over Heineken’s previous offer. This represents a premium of 53.7% over the one-month volume weighted average price per APB share1 and a c.20x FY2011 EBITDA multiple. The sale of F&N’s direct and JV stakes in APB respects Heineken’s rights under F&N’s joint venture agreement with Heineken.

Mr Lee Hsien Yang, Chairman of F&N, said, “Heineken’s new offer of $53 per share is for our entire interest in APB, while Kindest Place Groups Limited’s offer, although marginally higher than Heineken’s on a per share basis, is only for our direct 7.3% stake. The sale of F&N’s stakes in APB in its entirety to Heineken at the improved price would better maximise overall returns for F&N shareholders. If F&N shareholders approve the sale, all remaining APB shareholders will also stand to benefit from the higher mandatory offer price of $53 per share.”

The transaction remains subject to sale conditions which include the receipt of regulatory approvals and the approval of F&N’s shareholders at an EGM to be convened.