AB InBev updates package of commitments to the EC

29 April 2016

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Anheuser-Busch InBev updates package of commitments to the EC with offer to divest SABMiller's Central and Eastern European operations

SABMiller has been informed by AB InBev that it has submitted an updated package of commitments to the European Commission (EC) in which it has offered to divest the entirety of SABMiller's businesses in Central and Eastern Europe. This is in addition to the agreed sale of Peroni, Grolsch and Meantime and their related businesses to Asahi.

As part of AB InBev's updated package of commitments, the following businesses will be offered for sale: Dreher Breweries (Hungary); Kompania Piwowarska (Poland); Plzenský Prazdroj and Pivovary Topvar (Czech Republic and Slovakia); and Ursus Breweries (Romania). These businesses include a number of leading brands in their markets and AB InBev expects to attract considerable interest from potential buyers.

The proposed divestments are subject to review and approval by the EC. Any sale would be conditional upon completion of the AB InBev acquisition of SABMiller and will be carried out in the framework of the relevant social processes and ongoing dialogue with the employee representatives' bodies. Any sale will complete after the completion of AB InBev's proposed acquisition of SABMiller.

AB InBev's submission and updated package of commitments is part of its approach to proactively address potential regulatory considerations. In line with its ambition to complete the acquisition of SABMiller during the second half of 2016, AB InBev has offered these commitments in Phase 1 of the EC's enquiry. The EC is expected to publish the outcome of its Phase 1 investigation by 24 May.

Alan Clark, Chief Executive of SABMiller, said:

"SABMiller's Central and Eastern European businesses have been a core part of our growth story since we first embarked on our international expansion strategy over 20 years ago. We are very proud of these businesses, their brands and the people that have made them the successes they are today, and we will continue to grow and support them throughout this process."

ENDS

SABMiller is in the beer and soft drinks business, bringing refreshment and sociability to millions of people all over the world who enjoy our drinks. The company does business in a way that improves livelihoods and helps build communities.

SABMiller is passionate about brewing and has a long tradition of craftsmanship, making superb beer from high quality natural ingredients. Our local beer experts brew more than 200 beers from which a range of special regional and global brands have been carefully selected and nurtured.

SABMiller is a FTSE-20 company, with shares trading on the London Stock Exchange, and a secondary listing on the Johannesburg Stock Exchange. The group employs around 69,000 people in more than 80 countries, from Australia to Zambia, Colombia to the Czech Republic, and South Africa to the USA. Every minute of every day, more than 140,000 bottles of SABMiller beer are sold around the world.

In the year ended 31 March 2015, SABMiller sold 324 million hectolitres of lager, soft drinks and other alcoholic beverages, generating group net producer revenue of US$26,288 million and EBITA of US$6,367 million.

Disclosure requirements of the Takeover Code (the "Code")

Under Rule 8.3(a) of the Code, any person who is interested in 1% or more of any class of relevant securities of an offeree company or of any securities exchange offeror (being any offeror other than an offeror in respect of which it has been announced that its offer is, or is likely to be, solely in cash) must make an Opening Position Disclosure following the commencement of the offer period and, if later, following the announcement in which any securities exchange offeror is first identified. An Opening Position Disclosure must contain details of the person's interests and short positions in, and rights to subscribe for, any relevant securities of each of (i) the offeree company and (ii) any securities exchange offeror(s). An Opening Position Disclosure by a person to whom Rule 8.3(a) applies must be made by no later than 3.30 pm (London time) on the 10th business day following the commencement of the offer period and, if appropriate, by no later than 3.30 pm (London time) on the 10th business day following the announcement in which any securities exchange offeror is first identified. Relevant persons who deal in the relevant securities 3 of the offeree company or of a securities exchange offeror prior to the deadline for making an Opening Position Disclosure must instead make a Dealing Disclosure.

Under Rule 8.3(b) of the Code, any person who is, or becomes, interested in 1% or more of any class of relevant securities of the offeree company or of any securities exchange offeror must make a Dealing Disclosure if the person deals in any relevant securities of the offeree company or of any securities exchange offeror. A Dealing Disclosure must contain details of the dealing concerned and of the person's interests and short positions in, and rights to subscribe for, any relevant securities of each of (i) the offeree company and (ii) any securities exchange offeror, save to the extent that these details have previously been disclosed under Rule 8. A Dealing Disclosure by a person to whom Rule 8.3(b) applies must be made by no later than 3.30 pm (London time) on the business day following the date of the relevant dealing.

If two or more persons act together pursuant to an agreement or understanding, whether formal or informal, to acquire or control an interest in relevant securities of an offeree company or a securities exchange offeror, they will be deemed to be a single person for the purpose of Rule 8.3.

Opening Position Disclosures must also be made by the offeree company and by any offeror and Dealing Disclosures must also be made by the offeree company, by any offeror and by any persons acting in concert with any of them (see Rules 8.1, 8.2 and 8.4).

Details of the offeree and offeror companies in respect of whose relevant securities Opening Position Disclosures and Dealing Disclosures must be made can be found in the Disclosure Table on the Takeover Panel's website at http://www.thetakeoverpanel.org.uk, including details of the number of relevant securities in issue, when the offer period commenced and when any offeror was first identified. If you are in any doubt as to whether you are required to make an Opening Position Disclosure or a Dealing Disclosure, you should contact the Panel's Market Surveillance Unit on +44 (0)20 7638 0129.

Publication on Website

A copy of this announcement will be made available on www.sabmiller.com by no later than 12 noon (London time) on 29 April 2016.

You may request a hard copy of this announcement by contacting SABMiller's company secretary on +44 (0) 1483 264000. You may also request that all future documents, announcements and information to be sent to you in relation to the offer should be in hard copy form.