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Anheuser-Busch InBev Announces Completion of Combination with SABMiller

  • Expanded portfolio of complementary brands will provide more choices for consumers
  • Focused on delivering consistent, superior top-line growth

Anheuser-Busch InBev SA/NV (“AB InBev”, formerly Newbelco SA/NV (“Newbelco”)) (Euronext: ABI) (NYSE: BUD) (MEXBOL: ANB) (JSE: ANH) is pleased to announce the successful completion of the business combination with SABMiller plc (“SABMiller”) (the “Combination”).

The combined company will have operations in virtually every major beer market and an expanded portfolio that includes global, multi-country and local brands, providing more choices for consumers around the world. Customers will benefit from a broad distribution network and strong brand-building expertise. The company will also continue to develop its business in partnership with its suppliers as it continues brewing the best beers using the best ingredients.

AB InBev will benefit from a geographically diversified platform, with a stronger presence in key emerging regions with attractive growth prospects, such as Africa and Latin America. The growth opportunities in these developing markets complements the stability and strength of the company’s strong existing presence in developed markets.

“As a truly global brewer, we will be able to achieve more together than each of us could separately,” said Carlos Brito, CEO of AB InBev. “We remain focused on delivering superior top-line growth and increasing shareholder value. Building on our strong heritage, passion for brewing and expanded brand portfolio, we are also committed to helping farmers, retailers, entrepreneurs and communities thrive. We are excited towork toward our Dream: Bringing people together for a better world. Our ambition is to build a company to last – not just for a decade, but for the next 100 years.”

Driving Growth for all Stakeholders

Building on our shared commitment to sustainability, the combined group will strive to be an engine for growth and economic development across our markets.

AB InBev will demonstrate this commitment through its Better World platform focused on three “Worlds”:

  • A “Growing” World, where everyone has the opportunity to improve their livelihood. AB InBev will support communities by driving agricultural productivity, innovation and resilience. The company will also help small retailers grow by expanding trade programs and solutions, and by providing business skills training for entrepreneurs in its supply chain.
  • A “Cleaner” World, where natural resources are accessible and safe to all, and shared and preserved for the future. AB InBev is dedicated to enhancing water access and security through watershed restoration and conservation. It will also continue to invest in sourcing renewable electricity and increasing the recycled content in its packaging materials to reduce its carbon emissions and support a circular economy.
  • A “Healthier” World, where every experience with beer is positive for lives well lived.  AB InBev is dedicated to reducing the harmful use of alcohol in all of its markets. To do this, the company is extending and expanding its Global Smart Drinking Goals and making the reduction of the harmful use of alcohol a key priority.

Additional Detail on Completion of the Combination

As a result of the Belgian Merger, the former Anheuser-Busch InBev SA/NV (the “former AB InBev”) has merged into Newbelco, and Newbelco  has  become  the  holding  company  for  the  combined  former AB InBev and SABMiller groups. All assets and liabilities of the former AB InBev have been transferred to Newbelco, and Newbelco has automatically been substituted for the former AB InBev in all its rights and obligations by operation of Belgian law. Newbelco has been renamed Anheuser-Busch InBev, and the former AB InBev has been dissolved by operation of Belgian law.

It is expected that shares in the former AB InBev will be delisted from Euronext Brussels and the Bolsa Mexicana de Valores at the opening of business in each market tomorrow, 11 October 2016, and then delisted from the Johannesburg Stock Exchange on 13 October 2016. It is further expected that the New Ordinary Shares will be admitted to listing and trading on Euronext Brussels, the Johannesburg Stock Exchange and the Bolsa Mexicana de Valores at the opening of business in each market tomorrow,
11 October 2016. In addition, commencement of trading of Newbelco ADSs (representing the New Ordinary Shares) will commence on the New York Stock Exchange at the opening of business in New York tomorrow, 11 October 2016.

The share capital of AB InBev now amounts to EUR 1,238,608,344.12. It is represented by 2,019,241,973 shares without nominal value. All shares are New Ordinary Shares, except for 325,999,817 Restricted Newbelco Shares. The updated shareholders structure of AB InBev will be available on as soon as AB InBev has received the relevant notifications according to the Law of   2 May 2007 regarding the disclosure of important shareholdings in listed companies.

Defined terms used but not defined in this announcement have the meanings set out in the scheme document published by SABMiller on 26 August 2016.