South African Competition Tribunal approves HEINEKEN acquiring control of Distell and Namibia Breweries
March 09 2023 - 6:50AM
South African Competition Tribunal approves HEINEKEN acquiring
control of Distell and Namibia Breweries
Key
highlights
- Decision marks the final regulatory approval
- Transaction expected to be implemented from April
- Acquisition paves the way for the establishment of a regional
beverage champion
Amsterdam, 9 March 2023 - HEINEKEN N.V.
('HEINEKEN') (EURONEXT: HEIA; OTCQX: HEINY) today announced that
the South African Competition Tribunal has approved its offer to
acquire control of Distell Group Holdings Limited (‘Distell’). The
decision marks the final regulatory approval, following those
received from the Namibia Competition Commission, the Common Market
of Eastern & Southern Africa and all other relevant
jurisdictions. It paves the way for the creation of a regional
African beverage champion.
In November 2021, HEINEKEN announced its intention to acquire
control of Distell and Namibia Breweries Limited (‘NBL’), which
were to be combined with HEINEKEN South Africa (‘HSA’) into a new
HEINEKEN majority-owned business (Newco).
HEINEKEN’s CEO and Chairman of the Executive Board Dolf van den
Brink said: “We are delighted the Competition Tribunal has approved
the deal. We are very excited to bring together three strong
businesses to create a regional beverage champion, with a unique
multi-category offer to better serve consumers, customers and
create shared societal value across Southern Africa. We are
committed to being a strong partner for growth and making a
positive impact in the communities in which we operate, and the
proactive and comprehensive public interest package we’ve put
forward is testament to that.”
Today’s approval gives the green light to an
ambitious package of public interest commitments, including ongoing
business investment, broad-based black economic empowerment, job
creation, localisation and supplier development, talent development
and contribution to the economic development of the region.
Next steps
Earlier today, a Transaction Update Announcement
(TUA) was published outlining the remaining scheme details and
Distell shareholder election process, including the remaining
salient dates and times relating to the Transaction. The
Transaction is expected to be implemented from April. The TUA is
available on the HEINEKEN website (Distell deal).
Recap of financial terms
and expected accretion
HEINEKEN’s total investment in Newco will be
approximately €2.4 billion, in return for a 65% shareholding. This
comprises:
- A cash pay-out of approximately €1.2 billion to be funded from
bonds, existing cash resources and committed credit facilities;
and
- The contribution of its currently owned assets, including 75%
of HSA, 100% of its export businesses in certain other African
markets, and its minority interest in NBL.
The Transaction is expected to be EPS (beia) accretive this year
by a low-single-digit and, on realisation of significant revenue
and cost synergies, margin accretive over the medium term. Upon
completion HEINEKEN's pro-forma net debt to EBITDA (beia) ratio is
expected to increase marginally.
-ENDS-
Press enquiriesSarah Backhouse / Michael
FuchsE-mail:
pressoffice@heineken.comTel: +31-20-5239-355
Investor and analyst enquiriesFederico Castillo
Martinez / Mark Matthews / Chris SteynE-mail:
investors@heineken.comTel: +31-20-5239-590
About HEINEKEN
HEINEKEN is the world's most international brewer. It is the
leading developer and marketer of premium and non-alcoholic beer
and cider brands. Led by the Heineken® brand, the Group has a
portfolio of more than 300 international, regional, local and
specialty beers and ciders. With HEINEKEN’s over 85,000 employees,
we brew the joy of true togetherness to inspire a better world. Our
dream is to shape the future of beer and beyond to win the hearts
of consumers. We are committed to innovation, long-term brand
investment, disciplined sales execution and focused cost
management. Through "Brew a Better World", sustainability is
embedded in the business. HEINEKEN has a well-balanced geographic
footprint with leadership positions in both developed and
developing markets. We operate breweries, malteries, cider plants
and other production facilities in more than 70 countries. Most
recent information is available on our Company's website and follow
us on LinkedIn, Twitter and Instagram.
About Distell
Distell is Africa’s leading producer of spirits, wines, ciders
and ready-to-drinks (RTDs) as well as the world's second-biggest
producer of ciders. Some of the company’s top brands include
Amarula, Hunter’s, Savanna, 4th Street, Klipdrift, Nederburg,
Richelieu, Viceroy, and J.C. Le Roux. Distell employs 4500 people
worldwide
About Namibia Breweries Limited
Established on 29 October 1920, NBL is one of the leading
beverage manufacturing companies in Namibia and indeed in Southern
Africa. Based in Windhoek, and employing more than 800 people, NBL
leads the domestic beer market in Namibia and has significant share
of the premium beer category in Southern Africa. Its portfolio
includes a range of soft beverages, as well as low and
non-alcoholic products. NBL’s beer brands are brewed in strict
accordance with the Reinheitsgebot “Purity Law” - which only uses
three ingredients: malted barley, hops and water. It’s brands
Windhoek Lager, Tafel Lager and Windhoek Draught have earned
international recognition for quality and purity. NBL’s products
are exported to 19 countries outside of Namibia and South
Africa.
- Heineken NV press release Competition Tribunal in South Africa
approval (09_03_2023)
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