December 18, 2009
Acquisition of San Miguel Corporation's
International Beer Business by San Miguel Brewery
Tokyo, December 18, 2009 — San Miguel Brewery Inc. (Manila, Philippines; President, Roberto N. Huang; hereafter, "SMB"), a 48.39% owned company of Kirin Holdings Company, Limited (Tokyo, Japan; President and CEO, Kazuyasu Kato; hereafter, "Kirin"), announced today the signing of a Share Purchase Agreement with San Miguel Corporation (Manila, Philippines; Chairman and CEO Eduardo M. Cojuangco, Jr. and President/COO Ramon S. Ang; hereafter, "SMC") for the acquisition of SMC's 100% interest in SMC's international beer business subsidiary, San Miguel Brewing International Limited (Manila, Philippines; Managing Director, Carlos Antonio M. Berba, hereafter, "SMBIL").
SMB will acquire all the shares of SMBIL owned by SMC through a private transaction amounting to an enterprise value of US$300 million (approx. ¥27 billion*1).
SMB will prepare the necessary funds for this transaction itself. The transaction is expected to be completed in January 2010.
This acquisition of SMBIL was negotiated on an exclusive basis based on agreements made among Kirin, SMC and SMB in May 2009 when Kirin purchased SMB shares.
- *1 US$1.00 = ¥89.7 (as of December 16, 2009)
Through this transaction, SMB will acquire a platform for its beer business in Southeast Asia with high growth potential, and will obtain rights on the international San Miguel brand in certain countries. SMB intends to enhance its presence in the Asian beer market by promoting the San Miguel brand both in the Philippines and internationally, as well as by developing local brand strategies for its international business. Additionally, this transaction will provide opportunities for further development of the Asia focused strategies for Kirin, which has a strong partnership with SMB.
Kirin Group's long-term business vision, as outlined in "Kirin Group Vision 2015 (KV2015)", is to be a leading company in Asia and Oceania, and Kirin has been promoting a strategy in these regions of focusing on profitable operation.
Kirin will reinforce its alcohol platform in Asia and Oceania markets through SMB's acquisition of international business, and intends to continue its business activities through cooperation with SMB.
Kirin Group will constantly seek to nurture close bonds with its customers and offer the happiness of food and health, based on its marketing slogan oishisa wo egaoni - taste that makes you smile.
Summary of the Acquisition of San Miguel Brewing International Limited
| 1. | Method of Acquisition: | Private transaction between SMC and SMB |
| 2. | Timing of Acquisition: | January 2010 (Expected) |
| 3. | Enterprise value: | US$300 million (Approx. ¥27 billion*) |
- * US$1.00 = ¥89.7 (as of December 16, 2009)
San Miguel Brewing International Limited
| 1. | Company Name: | San Miguel Brewing International Limited |
| 2. | Location of Headquarter Office: | Manila, Philippines |
| 3. | Representative: | Carlos Antonio M. Berba * Managing Director |
| 4. | Net Sales: Operating Income: (As of FY ended December 2008) |
US$283 million (Approx. ¥ 25.4 billion*1) US$2 million (Approx. ¥ 179 million*1)
|
| 5. | Business Description: | Production and sale of beer |
| 6. | Core Brands: | San Miguel Pale Pilsen, San Mig Light |
| 7. | Manufacturing Facilities: | 6 manufacturing facilities (China, Hong Kong, Indonesia, Vietnam, Thailand) |
San Miguel Brewery Inc.
| 1. | Company Name: | San Miguel Brewery, Inc. |
| 2. | Location of Headquarter Office: | Manila, Philippines |
| 3. | President : | Roberto N. Huang |
| 4. | Net Sales: Operating Income: Net Income: (As of FY ended December 2008) |
Php48.8 billion (Approx. ¥ 92.7 billion*1) Php15.6 billion (Approx. ¥ 29.6 billion*1) Php10.0 billion (Approx. ¥ 19.0 billion*1)
|
| 5. | Number of Employees: (As of December 31, 2008) |
2,644 |
| 6. | Business Description: | Production and sale of beer and malt-based beverages in the Philippines |
| 7. | Core Brands: | San Miguel Pale Pilsen, San Mig Light, Red Horse, Gold Eagle |
| 8. | Manufacturing Facilities: | 5 manufacturing facilities (all in the Philippines) |
San Miguel Corporation
| 1. | Company Name: | San Miguel Corporation |
| 2. | Location of Headquarter Office: | Manila, Philippines |
| 3. | Chairman and CEO : President and COO : |
Eduardo M. Cojuangco, Jr. Ramon S. Ang |
| 4. | Net Sales: Operating Income: Net Income: (As of FY ended December 2008) |
Php168.0 billion (Approx. ¥319.2 billion*1) Php14.8 billion (Approx. ¥28.1 billion*1) Php19.3 billion (Approx. ¥36.7 billion*1)
|
| 5. | Business Description:
|
|