Bavaria SA - Bond & Commercial Paper Programme

SABMiller PLC

30 March 2011

SABMiller plc

Bavaria S.A. - Bond and Commercial Paper Programme and Exchange Offer

On 29 March 2011, Bavaria S.A., a leading producer of lager and other beverages in the Republic of Colombia and a subsidiary of SABMiller plc, established a COP$ 2,500,000,000,000 (approximately US$1,325,000,000) bond and commercial paper programme (the "Programme"). Bonds and commercial paper issued under the Programme ("New Securities") are expected to be registered for trading in the secondary market of the Colombian Stock Exchange (Bolsa de Valores de Colombia) and admitted to the official list of the Cayman Islands Stock Exchange.

The Programme will be used primarily to refinance Bavaria S.A.'s existing COP$1,910,320,000,000 (approximately US$1,012,000,000) bonds by means of an exchange offer under which bondholders will be offered New Securities in exchange for existing bonds. The New Securities will benefit from a guarantee by SABMiller plc, which is intended to place holders in a pari passu position with the holders of other unsecured debt obligations of SABMiller plc in the circumstances described in the Programme documents.

The Programme will also be available to fund working capital and for other purposes, although no issues other than the issue of New Securities under the exchange offer are contemplated at this time.

ENDS

Notes to editors:

About SABMiller plc

SABMiller is one of the world's largest brewers with brewing interests and distribution agreements across six continents. The group's wide portfolio of brands includes premium international beers such as Pilsner Urquell, Peroni Nastro Azzurro, Miller Genuine Draft and Grolsch, as well as leading local brands such as Aguila, Castle, Miller Lite, Snow and Tyskie. SABMiller is also one of the world's largest bottlers of Coca-Cola products.

In the year ended 31 March 2010, the group reported US$3,803 million in adjusted pre-tax profit and group revenue of US$26,350 million. SABMiller plc is listed on the London and Johannesburg stock exchanges.

This announcement is available on the company website: www.sabmiller.com.

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