A&O, Freshfields and Hogan Lovells advise on €2.55bn sell-off
In preparation for one of the largest corporate deals of the year, Allen & Overy (A&O), Freshfields Bruckhaus Deringer and Hogan Lovells won roles on the proposed divestment of SABMiller’s European beer brands to Japanese brewer Asahi, the latest sale aimed at facilitating the $275bn merger between SABMiller and Anheuser-Busch InBev (AB InBev).
Led by corporate partner Richard Hough, a team from A&O is advising Asahi. If completed, it will be the Japanese brewer’s largest acquisition to date, worth €2.55bn. The transaction is contingent on the mega-merger completing.
In addition to Hough, A&O’s London team includes employment partner Sarah Henchoz, banking partner Trevor Borthwick, transitional services partner Jim Ford, antitrust partner Alasdair Balfour and tax partner Lydia Challen. The deal also features international partners Paolo Ghiglione (Milan), Tim Stevens (Amsterdam) and Nick Wall (Tokyo).
Freshfields corporate partners Bruce Embley and Natascha Doll are representing Budweiser owner AB InBev on the divestment, in addition to the firm’s wider role on the SABMiller merger.
‘You’re looking to sell a business that involves a carve-out from another business that you don’t actually own.’
Bruce Embley, Freshfields
Embley told Legal Business the spin-off is novel because ‘you’re looking to potentially sell a business that involves a carve-out from another business that you don’t actually own at the time’.
He added: ‘If AB InBev accepts Asahi’s offer, then any agreement to sell would be conditional on the main deal going through. There are other examples of regulatory-driven disposals such as Holcim/Lafarge and Rexam/Ball, but the nexus to facilitating the wider transaction makes the M&A process more interesting.’
SABMiller’s preferred adviser, Hogan Lovells, is advising it on the divestment to Asahi through a team led by M&A partner Andrew Pearson, while Linklaters has also been advising SABMiller on the main deal.
This mandate is not the first job A&O has picked up from the mega-merger.
In January the firm also advised on AB InBev’s $46bn bond offering, acting for joint bookrunners Bank of America Merrill Lynch, Barclays and Deutsche Bank Securities as well as a syndicate of 21 underwriting banks on the issue. The bond was oversubscribed with orders amounting to $110bn, making it the most popular bond offering in history, and meant AB InBev could cancel $42.5bn of the $75bn loan facility provided to it in what was the largest commercial loan ever.
madeleine.farman@legalease.co.uk