Heineken N.V.
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Publicatie datum
25 okt 2007 - 17:44
Statutaire naam
Heineken N.V.
Titel
Heineken N.V. and Carlsberg A/S approach to Scottish & Newcastle plc
Bericht
Amsterdam, 25 October 2007 – Heineken and Carlsberg (the “Consortium”) note the public announcement made by S&N today in response to the Consortium’s approach to the board of S&N.
The Consortium confirms that earlier today it submitted to the Chairman of S&N a written proposal and requested a meeting to further discuss a possible offer. The letter referred to the exclusive agreement between Carlsberg and Heineken as well as setting out the terms upon which it would be prepared to proceed with a cash offer at a price of 720 pence per share for the entire issued and to be issued ordinary share capital of S&N (the “Proposal”).
The price of 720 pence per share set out in the Proposal represents a compelling proposition for S&N shareholders:
- a multiple of 13.2x S&N’s EV/EBITDA for the year ended 31 December 2006;
- a premium of 36% to the share price of 531 pence on 28 March 2007 (being the date immediately before speculation first arose around a possible offer for S&N); and
- a value which is significantly in excess of the standalone independent value of S&N.
Under the Proposal, the making of any offer would be subject to certain pre-conditions, all of which are waivable at the discretion of the Consortium, and all of which the Consortium believes to be customary. These pre-conditions include satisfactory completion of limited confirmatory due diligence, recommendation of the S&N board and assurance from the trustees of S&N’s UK pension schemes regarding the level of contributions that Heineken would be expected to make going forwards.
It has always been the strong preference of Carlsberg and Heineken to approach the board of S&N in private to explain the Proposal in detail in order to secure due diligence access and negotiate a transaction on a recommended basis. Due to the increase in S&N’s share price on Wednesday 17 October, the Consortium was obliged under the rules of the City Code on Takeovers and Mergers (the “Code”) to publicly confirm its inter
Datum laatste update: 29 juli 2024