Heineken takeover of Tiger Beer maker approved

SINGAPORE: Shareholders in the parent company of the Singapore-based brewer that makes Tiger Beer on Friday approved the firm's takeover by Dutch giant Heineken.

The nearly unanimous vote at an extraordinary general meeting of Fraser and Neave (F&N), which held 40 per cent of Asia-Pacific Breweries (APB), clears the way for Heineken to take full control of APB.

Heineken, which is seeking to expand its Asian sales as demand falls in western markets, already held 42 per cent of APB when it made a bid.

"I declare the resolution carried," F&N chairman Lee Hsien Yang said after 98.73 per cent of shareholders voted for the deal.

A Thai faction in F&N led by beverage billionaire Charoen Sirivadhanabhakdi had earlier emerged as a potential rival to Heineken but later gave its approval to the sale of APB, which also makes Indonesia's Bintang Beer.

Heineken offered F&N S$5.6 billion (US$4.6 billion) for its stake in the brewer.

Before Friday's meeting in Singapore, Heineken bought an additional 8.6 per cent in APB held by Thailand's Kindest Place Groups, also linked to Charoen.

http://www.channelnewsasia.com/stories/afp_asiapacific_business/view/1228483/1/.html

ThaiBev, TCC Assets to vote against F&N's proposed capital reduction

SINGAPORE: Fraser and Neave's largest shareholders - Thai Beverage and TCC Assets - said they will vote against the conglomerate's proposed capital reduction.

In a joint statement issued on Wednesday night, ThaiBev and TCC Assets - controlled by Thai billionaire Charoen Sirivadhanabhakdi - did not explain why they will vote against the proposed capital reduction. 

Mr Charoen, through TCC Assets, had launched a US$7.2 billion (S$8.8 billion) offer this month to buy out other shareholders of F&N at S$8.88 a share. 

Earlier, F&N said it plans to cancel one for every three shares held by all shareholders and pay out S$8.50 for each cancelled share. 

That is a total of S$4 billion to be paid out by F&N to its shareholders. 

The vote on F&N's proposed capital reduction will be cast on Friday, when the conglomerate's shareholders will also vote on the proposed sale of the company's 40 per cent stake in Asia Pacific Breweries to Heineken. 

ThaiBev and TCC said last week that they would vote in favour of the APB sale to Heineken.

http://www.channelnewsasia.com/stories/singaporebusinessnews/view/1228160/1/.html

Singapore's Temasek to sell 400 mln shares in SingTel

(Reuters) - Singapore state investor Temasek has agreed to sell 400 million shares in Singapore Telecommunications Ltd, according to a stock exchange filing on Wednesday.

"We continue to be a significant shareholder in SingTel, which remains the largest company in our portfolio," Temasek said in a statement, but did not give further details.

According to a term sheet seen by IFR late on Tuesday, the sale will comprise a base size of 400 million SingTel shares at S$3.20 and S$3.25, which works out to about S$1.3 billion ($1.06 billion). It includes an option to sell another 100 million shares that if exercised will raise the deal size to $1.34 billion.

Assuming all 500 million SingTel shares are sold, Temasek's stake in Southeast Asia's largest telco will fall to about 51.3 percent from 54.4 percent. ($1 = 1.2244 Singapore dollars) (Reporting by Charmian Kok; Editing by John Mair)

http://www.reuters.com/article/2012/09/26/singtel-temasek-sale-idUSL4E8KQ00N20120926

Heineken Says Thai Billionaire Supports Its APB Offer

Heineken NV (HEIA) cleared the biggest hurdle in its fight to take control of Asia Pacific Breweries Ltd. (APB) as billionaire stakeholder Charoen Sirivadhanabhakdi’s Thai Beverage PcL (THBEV) pledged its support.

Thai Bev and Charoen’s TCC Assets Ltd. will back Heineken’s S$5.6 billion ($4.6 billion) bid forFraser & Neave Ltd. (FNN)’s 40 percent stake in the beermaker at a shareholder meeting next week after the Dutch brewer agreed not to make a competing offer for F&N, the Amsterdam-based brewer said yesterday. Heineken had previously operated APB via a joint venture with F&N.

“For Heineken, this significantly improves the level of certainty that our offer will be approved,” John Clarke, a spokesman for Heineken, said by telephone.

APB would be the Dutch brewer’s largest acquisition since its 2010 purchase of Fomento Economico Mexicano S.A.B’s beermaker as it seeks to expand in faster-growing emerging markets, according to data compiled by Bloomberg. Singapore- based APB has rights to brew Bintang in Indonesia, Anchor in China, Southeast Asia and Sri Lanka, and Heineken from China to New Zealand.

TCC, controlled by 68-year-old Charoen, offered S$9 billion on Sept. 13 to buy the 70 percent of F&N he didn’t control, throwing Heineken’s takeover of APB into doubt. Heineken had originally been spurred to bid for control of APB, which it held 42 percent of, after a company controlled by Charoen’s son-in- law bought shares in APB.

Final Offer

The agreement “should be very positive for Heineken’s share price,” said Gerard Rijk, an analyst at ING Groep NV (INGA) in Amsterdam. “The company will not need to raise its offer further and it will be able to consolidate the APB business.”

F&N shareholders are scheduled to meet Sept. 28 to vote on Heineken’s offer to buy F&N’s shares in APB. F&N recommended that holders accept Heineken’s increased S$53-per-share bid in August. Heineken, the world’s most acquisitive brewer in the past 12 months, had said it would be its final offer.

F&N also has a food and soft-drinks unit and a real estate division. TCC Assets, linked to Charoen’s Thai Bev, offered S$8.88 a share for F&N. The bid is the largest announced by a Thai company in at least 10 years, according to data compiled by Bloomberg.

Charoen’s agreement to support Heineken’s offer for APB may spur speculation that he would break up F&N, a 129-year-old group. Japan’s Kirin Holdings Co. (2503) owns a 15 percent stake in F&N and had considered making a bid for its food and soft-drinks unit, several people with knowledge of the matter said in August. Coca-Cola Co. (KO) explored a bid for the drinks operations, people with knowledge said.

F&N got 30 percent of its 2011 revenue of S$6.3 billion from property, 12 percent from soft drinks and 17 percent from dairies, according to data compiled by Bloomberg.

http://www.bloomberg.com/news/2012-09-18/heineken-says-thaibev-tcc-agree-to-support-its-offer-for-apb.html

ThaiBev in talks with partner to take over Singapore F&N

(Reuters) - Thai Beverage PCL (TBEV.SI) said it was in talks with a partner to team up on a bid for Fraser and Neave Ltd (F&N) (FRNM.SI), moving the Thai group a step closer in its effort to snap up the remaining pieces of the Singapore conglomerate.

For two months, ThaiBev and Heineken battled for control of Asia Pacific Breweries Ltd (APB) (APBB.SI), one of the region's largest beer makers. But with F&N agreeing to sell its APB stake to Heineken after the Dutch giant sweetened its offer, ThaiBev is now turning its focus on F&N, a drinks distributor and holder of one of Asia's biggest real estate portfolios.

"A party acting in concert with the company is exploring the possibility of making an offer for F&N," ThaiBev, controlled by billionaire Charoen Sirivadhanabhakdi, said in a filing on the Singapore Exchange early on Tuesday. It did not identify the partner.

F&N has scheduled a shareholder vote on September 28 to approve the sale of a 40 percent stake in APB to Heineken. ThaiBev is F&N's biggest shareholder with a 29 percent stake.

Heineken, which also has a stake in APB, raised its offer last month to buy out APB shares held by F&N and minority shareholders to $6.3 billion. The move was seen as an attempt to fend off Charoen in a battle for control of a leading brand in the fast-growing Southeast Asian beer market.

A source familiar with the matter told Reuters that Charoen is now taking steps to ensure that his group is in a strong position to influence the outcome of the potential break-up of F&N after extracting a higher offer from Heineken.

The Thai group, facing a major cash windfall from the APB sale, is unlikely to take further steps in squeezing Heineken's offer, sources familiar with the matter said, declining to be identified because details of the plan were confidential.

ThaiBev has spent S$3.6 billion ($2.92 billion) to build its stake in F&N to 29 percent. The purchase includes a block of F&N shares the Thai brewer acquired from Singapore's Oversea-Chinese Banking Corp (OCBC.SI) group at S$8.88 each.

F&N shares were trading at S$8.54 in early trading on Tuesday, down 0.12 percent.

PROPERTY PORTFOLIO

ThaiBev's "holding announcement" did not state whether the partner was a member of Charoen's TCC Group or an unrelated firm. Analysts have speculated previously he may try to bring in a partner to buy part of F&N's large property holdings.

F&N's property portfolio, worth over S$8 billion, as well as its beverage business could be of interest to Charoen, analysts said previously. But Thailand's third-richest man would still need a partner to bid for those assets.

"We believe ThaiBev would be stretched financially to make a sole bid for F&N, hence the potential joint offer with another party," said Goh Han Peng, an analyst at DMG & Partners Securities.

Blackstone Group (BX.N) and other global property companies have also had a look at F&N's property business, sources previously told Reuters.

F&N's beverage business has attracted suitors including Coca-Cola Co (KO.N) and Japan's Kirin Holdings Ltd (2503.T), which already owns 14.9 percent of F&N.

Besides market-leading positions in soft drinks and dairies in Singapore, Malaysia and Thailand, F&N also has distribution reach in emerging markets such as Vietnam and Myanmar, according to a DMG report.

LOAN

ThaiBev said it has been in talks with banks to refinance a loan taken out to fund its initial stake purchase in F&N. Under Singapore law, it would be required to bid for all of F&N if its holding rose to 30 percent.

"The company is not seeking funding for a potential general offer for F&N," it said.

On Monday, Basis Point reported, citing banking sources, ThaiBev was seeking proposals for a loan of around S$9 billion and had contacted several lenders, including Singapore, Malaysian and Japanese banks.

Analysts have cautioned against discounting Charoen, who is known for being a dogged fighter. The billionaire is estimated by Forbes to be worth $6.2 billion.

Charoen has consistently shown in the past a "willingness to take risks and face down competitors," said Mykolas Rambus, CEO of Singapore-based consultancy Wealth-X.

http://www.reuters.com/article/2012/09/11/us-thaibeverage-fraserneave-idUSBRE88A04U20120911