InBev Sends Third Letter to Anheuser-Busch Board

InBev said that it has obtained committed financing and has paid approximately $50 million in fees, demonstrating InBev’s resolve to consummate a combination with Anheuser-Busch.

26/06/08 InBev has reaffirmed its desire to combine with Anheuser-Busch Cos. Inc to form the world’s leading global brewer in a letter sent to August A. Busch IV, president and chief executive, and the Anheuser-Busch Board of Directors. In the letter, InBev reaffirmed its $65-a-share all-cash proposal to combine with Anheuser-Busch, which represents a 35% premium over Anheuser’s 30-day average share price prior to recent market speculation. InBev said that it has obtained committed financing and has paid approximately $50 million in fees, demonstrating InBev’s resolve to consummate a combination with Anheuser-Busch.

In the letter, Carlos Brito of InBev said, “Our proposed price would deliver an immediate cash premium to your shareholders of 35% over the 30-day average share price prior to recent market speculation and 18% above the previous all-time high achieved for your shares in October 2002. The market reaction to our proposal has been extremely positive. We believe this confirms our view that our proposal is the best way to achieve this transformational combination for all constituents.”

Brito said that beyond the immediate financial benefit to your shareholders, our proposal also provides significant benefits to all key stakeholders. The fundamental elements of their proposal include:

• A combination that brings together two companies with centuries of brewing tradition to create the global leader in the beer industry

• A stronger, more competitive global company that will benefit our respective consumers, wholesalers, employees and business partners

• Budweiser to be expanded globally

• St. Louis to be the North American headquarters and global home of the flagship Budweiser brand

• The heritage of Anheuser-Busch to be evoked in the name of the new combined company

• All U.S. breweries to remain open

• Full support for Anheuser-Busch wholesalers and the three-tier distribution system

• Strong commitment to the communities in which Anheuser-Busch operates

• Members of Anheuser-Busch management to be retained at all levels of seniority

• Members of the Anheuser-Busch Board to be invited to join the Board of the combined company

• A combination that will create one of the world’s five largest consumer-goods companies

“This firm proposal is subject only to the negotiation of mutually satisfactory definitive agreements and the completion of confirmatory due diligence, all of which could be progressed and finalized without delay. As we have indicated previously, we are committed to entering into a constructive dialogue with you to achieve a friendly combination. We remain available to discuss our proposal with you including the fundamental elements enumerated above, but we believe that time is of the essence,” Brito added.