Dutch brewing giant Heineken Friday agreed to a final offer of Sg$53 a share for Singapore's Asia Pacific Breweries to fend off a Thai rival and gain control of Asia's fast-growing beer market.
The Amsterdam-based group added it had inked a definitive agreement with Singapore conglomerate Fraser and Neave's board to "irrevocably recommend" the proposed deal.
"Heineken today announced it has agreed a final offer of Sg$53 per APB share for Fraser and Neave's entire stake in APB," for a total cash consideration of Sg$5.6 billion ($4.4 billion/3.6 billion euros), Heineken said in a statement.
"The total cash consideration to F&N under the final offer will be Sg$5.6 billion, an increase of Sg$307 million compared to Heineken's previous offer made on 20 July, 2012," it said.
"Heineken will not increase its final offer and believes that it provides compelling value to both F&N and APB shareholders," the company said.
F&N which directly and indirectly owns 40 percent in APB had previously accepted an offer from long-time partner Heineken to acquire its stake for Sg$50 a share or Sg$5.1 billion.
F&N's board accepted the offer and agreed to recommend it to shareholders, but Thai billionaire Charoen Sirivadhanabhakdi's Thai Beverage and a company owned by his son-in-law, Kindest Place, made rival bids.
Kindest Place offered to buy F&N's 7.3 percent direct stake in APB for Sg$55 a share -- 10 percent more than the original Heineken proposal.
At the same time, Thai Beverage has steadily built up its stake in F&N, raising it from 24 percent to 26.4 percent, giving the firm a bigger say on the Heineken offer.
Both F&N and APB, the maker of Tiger Beer, requested trading to halt earlier Friday before the Singapore Exchange opened, citing a "pending release of an announcement" as the reason.
Heineken already owns 42 percent of APB and is seeking full control in a bid to expand its presence in the fast-growing Asian market.
"When the proposed transaction is completed, the Heineken group will hold a 81.6 percent stake in APB and gain control of APB's business," Heineken said.
"I am pleased that F&N's board has agreed that our increased offer, which is now final, represents excellent value for F&N and APB shareholders," Heineken's chief executive Jean-Francois van Boxmeer said.
In a statement issued in Singapore, F&N chairman Lee Hsien Yang added Heineken's new offer was for F&N's entire interest in APB, while Kindest Place's offer, "although marginally higher than Heineken's on a per share basis, is only for our direct 7.3 percent stake".
"The sale of F&N's stakes in APB in its entirety to Heineken at the improved price would better maximise overall returns for F&N shareholders," Lee said.
"If F&N shareholders approve the sale, all remaining APB shareholders will also stand to benefit from the higher mandatory offer price of Sg$53 per share,¨ he added.
Heineken said the deal, if approved, was expected to be completed in the fourth quarter of the year, but no later December 15, 2012.
