AB InBev-SABMiller

Creating a global leader

AB InBev’s £78.4bn acquisition of SABMiller created the world’s first truly global brewer, with operations in almost every major beer market.

The transaction, which completed on 10 October 2016 in line with an ambitious timetable, was the biggest ever takeover of a London-listed company and one of the most complex acquisitions in history.

The deal achieved significant market recognition too, helping the firm win:

• Global M&A Deal of the Year: Grand Prize at the American Lawyer Awards 2016;
• Benelux M&A Legal Adviser of the Year at the Mergermarket European M&A Awards 2016;
• Global M&A Deal of the Year: Central and Eastern Europe at the American Lawyer Global Legal Awards 2017 (for our work advising on the sale of SABMiller’s central and eastern European assets to Asahi); and 
• Matter of the Year at the Global Competition Review Awards 2017.

The Financial Times Innovative Lawyers Europe survey 2016 ranked our work on the deal as ‘Standout’ in the ‘Mergers and Acquisitions’ category.

The antitrust challenge 

Executing the takeover of the world’s no. 2 brewer by the no. 1 was extremely challenging from an antitrust perspective.

Merger filings were needed in more than 30 jurisdictions and remedies were required in more than half to deal with regulators’ concerns over antitrust and public interest implications. And this was a high pressure process – AB InBev wanted to close as quickly as possible and the deal carried a $3bn break fee, the largest ever negotiated.

Alongside this we had to devise a unique transaction structure to take into account numerous considerations including AB InBev and SABMiller’s corporate objectives, shareholder priorities (including obtaining tax-free treatment for SABMiller shareholders who wanted to receive equity as part of the transaction) and transactional taxes (such as stamp duties), together with UK and Belgian law and applicable regulatory rules.

Creating a narrative

Executing a deal of this size required a clear strategy and meticulous preparation.

To make the regulatory approvals process as smooth as possible, we worked with AB InBev’s PR and financial advisers to craft a narrative that explained the deal’s benefits for investors, regulators, consumers and the market.

We also oversaw AB InBev’s web, video and social media strategies to ensure all communications were consistent with regulatory filings and UK and Belgian rules.