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Heineken to buy South Africa's Distell and Namibian Breweries

Christian Fernsby |
Heineken entered into an implementation agreement with Distell Group Holdings, Namibia Breweries Limited ‘NBL) and Ohlthaver and List Group of Companies (‘O and L’) to integrate their respective and relevant businesses in Southern Africa into one enlarged company.

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The Transaction will be implemented through a number of simultaneous and inter-conditional steps, and will involve:

A recommended offer by Heineken for Distell, which values the businesses to be acquired at approximately €2.2 billion and is subject to, inter alia, Distell shareholder approval;

The proposed acquisition from NBL of its 25% shareholding in Heineken South Africa (‘HSA'), which values the whole of HSA at approximately €1.5 billion, and is subject to, inter alia, NBL shareholder approval; and

The acquisition of O and L’s 50.01% interest in NBL Investment Holdings (Proprietary) Limited (‘NBLIH’), the controlling shareholder with a 59.4% shareholding in NBL.

Heineken already owns interest in NBLIH and NBL’s current market valuation is approximately €400 million.

At completion, Heineken will contribute these acquired assets plus its 75% directly owned shareholding in HSA and certain other fully owned export operations in Africa, into an unlisted public holding company (referred to as Newco). Heineken will own a minimum of 65% of Newco, with the remainder held by Distell shareholders who elect to reinvest.

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