April 30, 2009
Kirin Holdings Completes Partial Acquisition of San Miguel Brewery Shares
Tokyo, April 30, 2009 — Kirin Holdings Company, Limited (Tokyo, Japan; President and CEO, Kazuyasu Kato; hereafter, "Kirin") has successfully completed partial acquisition of the shares of San Miguel Brewery Inc. (Manila, Philippines; Chairman, Ramon S. Ang; hereafter, "SMB"), as announced in its press release dated February 20, 2009 ("Share Acquisition for Investment in the Beer Business of San Miguel"). Completion of the transfer of all San Miguel Brewery shares Kirin intends to acquire is expected at the end of May 2009.
1. Overview of the Shares Acquired
| (1) | Number of Shares Acquired: | 2,185,402,491 shares from San Miguel Corporation(here after , "SMC") 778,847,590 from public shareholders |
| (2) | Percent Owned After Acquisition: | 19.23%*1 |
| (3) | Purchase Price: | Php26.21 billion (approx. ¥52.4 billion*2) |
| (4) | Date of Acquisition: | April 30, 2009 |
2. Summary of Private Transaction with SMC for the Acquisition of SMB Shares
| (1) | Method of Acquisition: | Private transaction between SMC and Kirin |
| (2) | Timing of Acquisition: | Acquisitions will be made in two phases in April and May. Expected timing for final closing is by the end of May |
| (3) | Number of Shares to be Acquired: | 6,665,023,690 shares (43.249% of the issued and outstanding shares*1) |
| (4) | Acquisition Price: | Php8.841 per share (Approx. ¥18*2) Total acquisition price is Php58.93 billion (Approx. ¥117.9 billion*2) |
3. Summary of Tender Offer for SMB Shares
| (1) | Tender Offer Period: | March 16, 2009 to April 17, 2009 |
| (2) | Number of Shares Acquired: | 778,847,590 shares (5.05% of the issued and outstanding shares*1) |
| (3) | Purchase Price: | Php8.841 per share (approx. ¥18*2) Total acquisition price for the tendered shares is approximately Php6.89 billion (approx. ¥13.8 billion*2) |
- *1 Based on the number of shares as of December 31, 2008
- *2 Php1.00 = approx. ¥2.0 (as of April 28, 2009)