Posts Tagged ‘beer’

“A New Anheuser-Busch”?

July 2, 2008

Brew Blog

Will it be enough to stave off InBev?

Anheuser-Busch CEO August Busch IV told investors on Friday that A-B has a new expertise beyond brand building: Cost cutting.

Making A-B’s case that InBev’s unsolicited, $65-per-share bid for the company is too low, A-B execs laid out a plan to cut $1 billion of costs from the company between 2008 and 2010. That’s up from $500 million in savings A-B described in February.

The savings would be generated by A-B’s “Blue Ocean” program, which is driven by a recognition that “we needed to break from a conservative culture,” Busch said. The plans A-B laid out reveal “a new Anheuser-Busch.”

The question is: Will A-B’s plan be enough to persuade investors to pass up InBev’s offer?

Press reports prior to the call suggested that, despite the posturing of the two companies, InBev and A-B might reach a friendly deal – particularly if InBev sweetens the offer.

From Reuters:

KBC Securities analyst Wim Hoste said InBev had two options: either to raise its offer towards $70 per share or go hostile at the existing $65, with a preference for the former.

“I can imagine they might try through informal contact to see if there is scope to talk about an offer. If not then they would take the hostile route,” he said. “But the friendly approach is clearly better for public opinion and the workforce. The company is a U.S. icon.”

Bloomberg:

Colin Symons, whose Pittsburgh-based Symons Capital Management Inc. manages $325 million in assets, said Anheuser- Busch might still accept as little as $67 a share, or $47.8 billion, should it become clear that InBev can successfully lobby shareholders to tender their stock.

A price of $67 “would probably assuage the feelings of everybody,” Symons said. His Symons Alpha Value Institutional Fund is down less than 1 percent this year, outperforming 96 percent of its peers, according to data compiled by Bloomberg.

It remains to be seen how investors and InBev will react. A-B laid out plans on how it would generate savings. From Beer Business Daily:

A-B cfo Randy Baker said that their cost reduction initiatives will center around “more disciplined” cap ex spending, process benchmarking, energy and environmental projects, supply chain savings, improved material usage, and business process redesign. A-B will also offer up a new early retirement program to be offered to their salaried workforce in Q3, seeking to reduce it by 10 to 15%. There will be one-time charges to be associated with this program, estimated at around $300 to $400 million charge in Q4. August said there are about 8,500 total salaried employees, of which about 1,500 are over age 50.

These cost savings – coupled with topline growth – would generate earnings well ahead of analyst expectations, A-B said. From the Associated Press:

As part of the plan, Anheuser-Busch said it expects low-double digit earnings per share growth in fiscal 2008, with a target of $3.13 per share.

Analysts polled by Thomson Financial, on average, predict a profit of $3.01 per share.

For fiscal 2009, the company expects earnings of $3.90 per share, while analysts predict $3.29 per share.

Execs said they would not reduce marketing spending or sell off A-B’s packaging division or theme parks. Busch concluded the call by saying A-B would challenge InBev’s court claim that A-B shareholders could dump all of A-B’s directors without cause.

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A-B Rejects InBev Bid

July 2, 2008

Brew Blog

Deems it financially inadequate, not best for shareholders.

As expected, Anheuser-Busch has formally rejected InBev’s unsolicited, $46 billion bid for the company.

Given that InBev earlier in the day made moves suggesting it may target A-B directors, InBev now is widely expected to go hostile.

From an A-B release:

“InBev’s proposal significantly undervalues the unique assets and prospects of Anheuser-Busch,” said Patrick Stokes, chairman of the board for the company. “The proposed price does not reflect the strength of
Anheuser-Busch’s global, iconic brands Bud Light and Budweiser, the top two selling beer brands in the world, with Budweiser selling in more than 80 countries today. The proposal also undervalues the earnings growth actions that the company had already planned, which have significant potential for shareholder value creation; the company’s market position in the United States, the most-profitable beer market in the world; and the high value of its existing strategic investments.”

Here’s the text of a letter A-B sent to InBev CEO Carlos Brito:

June 26, 2008

Mr. Carlos Brito
Chief Executive Officer
InBev nv/sa
Brouwerijplein 1
3000 Leuven
Belgium

Dear Carlos,
This is to provide you with a response from the Anheuser-Busch board of
directors to your unsolicited and non-binding proposal submitted June 11th.

First, let me express our appreciation for your public comments about
your high regard for Anheuser-Busch, its employees, leadership and
wholesalers, remarking on the success of our company in building iconic
brands and the independence of its board of directors.

We have noted that your letter is expressly not an offer, but only a
non-binding proposal. Notwithstanding the non-binding nature of your
proposal, the Anheuser-Busch board carefully and thoroughly examined all
aspects of your proposal with the assistance of independent advisers.

The board unanimously concluded your proposal is inadequate and not in
the best interests of Anheuser-Busch shareholders. In reaching this
conclusion, the board considered the advice of its independent financial
advisers.

The Anheuser-Busch board believes that your proposed price
substantially undervalues Anheuser-Busch, its key assets and its prospects,
among them:
— Premier, iconic brands – Anheuser-Busch has built coveted, highly
valued brands over the past 150 years. Budweiser and Bud Light are
among the top 10 global consumer brands and are supported by valuable
marketing properties. Bud Light is the largest-selling beer brand in
the world and Budweiser is the second-largest. These brands have
strong consumer loyalty. Recent change of control acquisitions of other
major consumer product companies with iconic brands have been valued at
much higher multiples than what you have proposed for Anheuser-Busch
shareholders.

— Market leader position – The strength of these brands and the close
relationship the company has with its wholesalers have made
Anheuser-Busch the U.S. market leader with almost 50 percent share in
the world’s most-profitable beer market. In sheer size, the United
States is the world’s second-largest beer market and continues to grow.

— Growing international partners – Anheuser-Busch has large, strategic
investments in two international brewers in important growth markets.
We hold a 50 percent direct and indirect interest in Grupo Modelo, the
leading brewer in Mexico, another very profitable beer market. Modelo
also has a strong, growing business in the United States. We hold a
27 percent interest in Tsingtao, the leading premium beer and one of
the largest brewers in China, which is the largest and fastest-growing
beer market in the world.

— Global brand business – Budweiser is a leading global brand, sold in 80
countries around the world, and is the largest-selling beer in Canada.
Budweiser is the leading international brand in China, the world’s
largest and fastest-growing beer market. We own our Budweiser brewery
in India and recently entered Vietnam. We see strong growth for
Budweiser in Mexico, Argentina, Paraguay and other Latin American
markets.

— Accelerated Earnings Growth – Our company already has developed a
detailed, accelerated earnings growth plan that 1.) expands our cost
initiative through an enhanced productivity plan that we refer to as
the Blue Ocean effort to deliver more than $750 million in savings
through 2009 and $1 billion in savings through 2010, while furthering
environmental sustainability; 2.) extends the strong revenue growth
from our brands that we’ve seen over the past five years; and
3.) drives additional volume growth for core brands through new
consumer opportunities and for our successful, higher-margin new
products.

Anheuser-Busch’s beer brand building expertise is an asset without
comparison. Our brands sell in countries around the world and are sought by
consumers everywhere. Our award-winning advertising, U.S. and global
sponsorships and superior-quality image are second to none.

As you state in your letter, there is limited overlap in our respective
businesses. Many of the suggested synergies seem not to be synergies at
all, but are instead profit enhancements. We believe that we can deliver
similar enhancements to our shareholders independent of a transaction, and
have included these enhancements in our accelerated earnings growth plan.

From your standpoint, we see that now could be opportunistic timing for
you to make this acquisition, given the weak U.S. dollar and sluggish U.S.
stock market. From the standpoint of the Anheuser-Busch shareholder,
however, a transaction with InBev at this time would mean foregoing the
greater value obtainable from Anheuser-Busch’s strategic growth plan. We
are convinced that pursuing our program will enable Anheuser-Busch
shareholders, rather than InBev shareholders, to realize the inherent value
of Anheuser-Busch.

While Anheuser-Busch pursues its plan, its board will continue to
consider any strategic alternative that would be in the best interests of
Anheuser-Busch shareholders. The board is open to consider any proposal
that would provide full and certain value to Anheuser-Busch shareholders.

Our two companies know each other well and have a close dialogue and
relationship. This has developed over the years through our joint
agreements in the United States, Canada and South Korea and through our
exploration of other joint business deals. As you say yourself, you dream
big. We respect your desires to grow your company. But your growth should
not come at the expense of our stockholders.
Very truly yours,

August A. Busch IV

cc: Board of Directors of InBev nv/sa

InBev Flexes

July 2, 2008

Brew blog

Directors under fire?

Apparently InBev is prepared to go hostile.

Following reports that Anheuser-Busch is poised to reject InBev’s unsolicited, $46 billion bid, InBev has filed suit in the Delaware Chancery Court “seeking a judgment to confirm that shareholders acting by written consent may under Delaware law remove without cause all thirteen of the present Anheuser-Busch directors, including the five elected in 2006.”

From an InBev release:

InBev (Euronext: INB) said today that it remains committed to its proposed combination with Anheuser-Busch, Inc. (NYSE: BUD) and its offer of $65 per-share in cash for all of the outstanding common shares of the company, representing an immediate premium of 35% over the unaffected price of the shares.

InBev’s strong preference is to enter into a constructive dialogue with Anheuser-Busch to achieve a friendly combination that comprehensively addresses the interests of all constituents. At the same time, the Company is also seeking a declaratory ruling in Delaware regarding alternative routes to progress the combination to ensure that Anheuser-Busch shareholders preserve their voice in the process.

InBev stated further that it filed suit in Delaware Chancery Court seeking a judgment to confirm that shareholders acting by written consent may under Delaware law remove without cause all thirteen of the present Anheuser-Busch directors, including the five elected in 2006. Under the Charter of Anheuser-Busch and as a matter of Delaware law, it is clear that the eight directors elected after 2006 are subject to removal without cause through the written consent procedure; the filing seeks to confirm that, as InBev strongly believes, the directors elected in 2006 are also now subject to removal through that same mechanism.

A-B to Fight for Independence — Or Higher Price?

July 2, 2008

Brew blog

A-B expected to present strategic plan.

Can Anheuser-Busch successfully fend off InBev’s unsolicited, $46 billion bid by presenting shareholders with an alternative plan to boost the stock price?

The Wall Street Journal reported yesterday that A-B was poised to reject InBev’s bid and present shareholders with a strategy that would deepen a cost-cutting program, shed assets including theme parks, and possibly include a special dividend.

Notes the St. Louis Post-Dispatch: “Ironically, such cost-cutting and divestitures would mirror moves that analysts say InBev might make if it takes over Anheuser-Busch.”

Will it work? The Post-Dispatch finds some observers are skeptical. From the story:

“Are you kidding me? This is not going to fly,” Morningstar analyst Ann Gilpin said Wednesday evening. “The board didn’t really have a leg to stand on to begin with. … I think shareholders are going to look at (the plan) very skeptically.”

Gilpin said the trouble is that Anheuser-Busch appears to be contemplating a drawn-out restructuring plan, while InBev is holding out the promise of $65 a share in ready cash. Plus, buyers of theme parks will not give a desperate Anheuser-Busch a good price in a slow economy, she added.

Beer industry consultant Joe Thompson, meanwhile, says A-B should fight — and could be better positioned to boost the business. From the story:

Joe Thompson, president of South Carolina consulting firm Independent Beverage Group, said “the best thing to do is for Anheuser-Busch to fight” the takeover. Thompson said he believes the Anheuser-Busch management team is better prepared than InBev to grow the A-B’s core business in the U.S. over the next three to five years.

Another beverage analyst, meanwhile, suggests A-B is trying to push A-B to offer a higher price.

But Tom Pirko, president of Buellton, Calif.-based industry consulting firm Bevmark, believes Anheuser-Busch’s reported plan is actually a bluff to squeeze more money out of InBev.

“Quite candidly, what they’re doing doesn’t even buy them any time,” said Pirko. But Anheuser-Busch’s plan is meant to reset InBev’s offer at a higher level — perhaps $70 or even $75, he said.

InBev faces some constraints of its own, Pirko said. InBev chief executive Carlos Brito “has to be very careful” not to damage Anheuser-Busch’s assets — including its relationships with distributors, retailers and the general public — by going hostile.

Pirko predicted “a real knock-down, drag-out series of discussions” between InBev and Anheuser-Busch on how to value the St. Louis company while avoiding a “disastrous” impasse.

Time will tell.

Report: A-B to Reject InBev Bid

July 2, 2008

Brew blog

Expected to argue it undervalues A-B, WSJ reports.

Anheuser-Busch is poised to reject InBev’s unsolicited bid for the company — potentially setting the stage for InBev to go hostile, according to a report in the Wall Street Journal.

From the story:

Anheuser-Busch Cos. is prepared to reject InBev NV’s unsolicited $46.35 billion acquisition offer as early as this week, setting the stage for a hostile takeover battle for America’s largest brewer, according to people familiar with the matter.

Anheuser is expected to argue that InBev’s offer undervalues the maker of Budweiser beer and soon will present its own strategic plan. That plan, which is likely to include the sale of noncore assets such as Anheuser’s theme parks, is designed to boost the company’s share price, these people said.

Ultimately, the move isn’t likely to deter InBev, which has put together a carefully crafted battle plan, according to people familiar with the matter. InBev, of Leuven, Belgium, is prepared to take its offer directly to Anheuser shareholders via a tender offer that Anheuser has few defenses to stop, these people said. Many investors have expressed support for the bid, which represents a roughly 30% premium to where Anheuser shares traded before the offer.

MillerCoors Sales Execs Named

July 2, 2008

Brew blog

Regional vice presidents, top chain and craft/import exec announced.

The MillerCoors sales structure is taking shape as regional vice presidents and a top chain, crafts and imports executive were named today.

The MillerCoors organization will be divided into eight regions, plus Puerto Rico, each overseen by a vice president.

Kevin Doyle, currently Miller Brewing Company’s vice president-Midwest Region, was named chief customer officer and managing director of the craft and import division. In that role he will oversee chain as well as crafts and imports. He will report directly to Tom Long, who will be president and chief commercial officer of the new organization.

“Two of the essential requirements for winning in beer are leading value creation in chains and other strategic customers, and taking share in the fast growing craft and import sector,” Long said in a memo announcing Doyle’s appointment.

Meanwhile, Tom Cardella and Ed McBrien — the presidents of MillerCoors’ Eastern and Western divisions, respectively — named the regional vice presidents reporting to them.

Eastern Division regional vice presidents reporting to Cardella are:

— Paul Hanson, regional vice president – Great Lakes Region (Milwaukee): Joined Miller in 1982; currently vice president – Western Region.

— Neil Kiely, regional vice president – Northeast Region (New Jersey): Joined Coors in 2007; currently regional vice president – East Region.

— Stephen Horgan, regional vice president – Southeast Region (Atlanta): Joined Coors in 2007; currently vice president – Key Accounts.

— William Dreger, regional vice president – Mid-Atlantic Region (Charlotte): Joined Miller in 1981; currently area vice president – Texas

Western Division regional vice presidents, as well as the Puerto Rico vice president, reporting to McBrien are:

— Michael Magoulas, regional vice president – Central Region (Kansas City): Joined Miller in 2006; currently general manager – South Central Market Area.

— Jeff Colbert, regional vice president – Southwest Region (Dallas): Joined Coors in 2002; currently regional vice president – South Region.

— Jami McDermid, regional vice president – Mountain Region (Golden): Joined Coors in 2005; currently vice president – commercial development

— Mike McGhee, regional vice president – Pacific Region (Roseville): Joined Coors in 1982; currently regional vice president – West Region.

— Javier Soler, vice president – Puerto Rico (Guaynabo): Joined Coors in 2007; currently vice president and general manager – Caribbean and Travel Retail.

“Earlier this month, we shared our vision of becoming the best beer company in America,” Cardella and McBrien said in a memo to distributors. “We’ll do this through our brands, our people, our partners and our scale.

“MillerCoors creates a once-in-a-lifetime opportunity to change the nature of competition in the beer business by creating a best-in-class sales force.”

Will microbrews kill the King of Beers?

July 2, 2008

msn.com | Money

By Joseph Tirella, MSN Money

If Robin Ottaway, sales manager and co-owner of the Brooklyn Brewery, wants to know how popular his company’s beer is, he need only check his e-mail. In his inbox last month were requests from interested parties in Costa Rica, Panama and India asking how to get Brooklyn’s brews (already sold in China, Turkey and Finland, among other countries).

“Just people inquiring about our beer,” he says. “We have a pretty well-established international market.”

Co-founder on success of Brooklyn Brewery

Indie “craft” beer makers such as Brooklyn Brewery are where the action is these days. American craft brewers are small (producing fewer than 2 million barrels annually), independent (not controlled by an industrial brewery such as Anheuser-Busch) and traditional (using at least 50% all-malt ingredients in their beers). And their success is striking fear into the mass-market brewers who dominate the $97 billion U.S. beer industry.

How beer is made at the Brooklyn Brewery

Although craft beers account for only $5.7 billion of the industry, they have seen a 58% increase in dollar sales since 2004, according to the Brewers Association in Boulder, Colo. Last year, while imported and noncraft beer both experienced a growth rate of 1.4% in volume, craft beer enjoyed a 12% growth rate in volume, according to the Brewers Association.

The shift in consumer tastes — along with a commodities boom that has put pressure on profits throughout the beer industry — has put the jumbo players on the defensive. The industry’s No. 2 and 3 players, SABMiller (SBMRY, news, msgs) and Molson Coors (TAP, news, msgs), respectively, are merging their operations in the U.S. and Puerto Rico. Their new company – MillerCoors – is expected to go into effect in July and will have a combined market share of nearly 30%.

And the nation’s self-titled King of Beers, Anheuser-Busch (BUD, news, msgs), has been dogged by the possible takeover by Belgian global powerhouse InBev.

Click here for more on the possible takeover.

Craft beers are nothing new to Anheuser-Busch: For the past decade, the company has been buying its way into the sector with minority stakes in producers such Redhook Ale Brewery (HOOK, news, msgs) in Seattle and Widmer Bros. in Portland, Ore.

Who really owns your favorite beer?

Anheuser-Busch has also been revamping its Michelob line, which includes flavors such as Honey Lager, Amberbock and Marzen, an Oktoberfest-style beer. Several of Michelob’s brews have been winning awards at both the Great American Beer Festival and the World Beer Cup.

But the craft sector has proved particularly thorny for Anheuser-Busch since April 2007, when its second-

largest American distributor, Ben E. Keith Beverages of Texas, broke an exclusivity deal with the brewer after taking over the Texas operations of C.R. Goodman Distribution, a Colorado-based network that specializes in craft and import beers.

“We saw a great need to expand our portfolio into the craft and import segments,” Kevin Bartholomew, the president of Ben E. Keith, which has been carrying Anheuser-Busch beverages since 1933, said in an e-mail. “This segment has been growing in mid-single to double digits, although at a lower base, for at least 10 years.”

Ben E. Keith now carries more than 60 brands of craft and import brands, including Belgium’s Duvel and Chimay as well as Brooklyn and Delaware’s Dogfish Head. The distributor has seen greater than 12% growth in the category since January, Bartholomew said.

The Ben E. Keith move was “a jailbreak,” with serious implications for Anheuser-Busch, said Bump Williams, the general manager of Chicago market research firm Information Resources. “If (Ben E. Keith) is breaking their exclusivity,” he said, “then everyone else is going to be breaking it.”

If one major brewer has an edge with craft-beer consumers it might be Molson Coors, which has created its own successful craft-style beer.

The company sent brewer Keith Villa to Belgium, which has a far more varied beer tradition, to earn a doctorate in brewing chemistry at the University of Brussels. When Villa returned to the U.S., he created Blue Moon Belgian White Ale, which looks, tastes and is marketed like a craft beer but is mass-produced — a detail the Colorado company isn’t going out of its way to promote.

Initially, drinkers were skeptical. “People said, ‘There’s something wrong with my beer — it’s cloudy,'” said Villa. But once they tasted it, he said, “we couldn’t brew enough of it.”

Even without national advertising, Blue Moon has seen double-digit growth since 2002, according to a spokesperson. In April, it was named the No. 1 beer in U.S. supermarkets for 2007, according to IRI’s Top 30 Beer Brand Performers (which featured 20 craft and imported brands among its ranks). “This beer is on fire,” said Williams, of Information Resources.

Williams says the major brewers seem to be taking the right steps to adapt to the changing beer market. “When you’re as big as these three companies, you’re not going to see the double-digit growth like in the craft beer market,” Williams says. “But all three (Anheuser-Busch, SABMiller and Molson Coors) are doing the right things to capitalize on that part of the beer industry.”

As the tectonic plates of the U.S. industry shift, some smaller brewers — Boston Beer (SAM, news, msgs),

Heineken U.S.A. (HINKF, news, msgs) or D.G. Yuengling & Son, a regional brewer in Pottsville, Pa., that bills itself as America’s oldest brewery — might find themselves in a position to grow their market shares. “They’re under the radar of the big brewers,” Williams says. “But people are watching them.” Still, he adds, until the St. Louis brewery is dethroned, Anheuser-Busch remains king. “They’re still the one to beat.”

A ‘lunatic fringe’ beer

That might sound like bad news for most smaller brewers, but not to Tom Peters, co-owner of Philadelphia’s Monk’s Café. Peters pours only Belgian, German or American craft beers.

See the variety of beers at Monk’s Cafe

“The big boys are opening the market,” says Peters, one of the first people to sell Belgian beer in the U.S. “What Coors and Anheuser-Busch are doing is growing the market share, and that’s going to trickle down to smaller brewers.”

Monk’s owner on the beer industry

From Peters’ vantage point, Blue Moon is “a gateway beer or an introductory beer to Belgian beer and other craft beers.”

And craft brewers, certainly, will drink to that.

InBev to A-B: “Time Is of the Essence”

July 2, 2008

Brew blog

Brito reaches out for a third time to A-B board.

In his latest missive to the Anheuser-Busch board, InBev CEO Carlos Brito says InBev has obtained committed financing for its unsolicited, $65-per-share bid for A-B.

That demonstrates “InBev’s resolve to consummate a combination with Anheuser-Busch,” InBev said in a release.

Notes Beer Marketer’s Insights Express: “And perhaps in response to suggestion by some that AB might attack deal’s financing and that there had been no commitment letters, Brito points out that InBev has “executed commitment letters for the financing and … paid approximately $50 million in commitment fees to a lending group” that includes 10 different banks.”

The letter follows A-B board’s statement last week that, after a meeting, it had no response to the InBev offer.

“As we have indicated previously, we are committed to entering into a constructive dialogue with you to achieve a friendly combination,” the letter says. “We remain available to discuss our proposal with you including the fundamental elements enumerated above, but we believe that time is of the essence.”

Here’s the text of the letter:

June 25, 2008

Mr. August A. Busch IV
President and Chief Executive Officer
Anheuser-Busch Companies, Inc.
One Busch Place
St. Louis, Missouri
63118
USA

Proposal for Combination Creating the World’s Leading Beer Company

Dear August,

We are writing to confirm that InBev remains committed to our proposal to combine with Anheuser-Busch by means of acquiring all of the outstanding shares of Anheuser-Busch for $65 per share in cash. 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.


In my June 11th letter I indicated that InBev had received the strong support of a group of leading financial institutions with respect to providing all of the financing required for the combination of our two great companies. To demonstrate our conviction in this combination, we have executed commitment letters for the financing and have paid approximately $50 million in commitment fees to a lending group comprised of Banco Santander, Bank of Tokyo-Mitsubishi, Barclays Capital, BNP Paribas, Deutsche Bank, Fortis, ING Bank, JP Morgan, Mizuho Corporate Bank and Royal Bank of Scotland.

Beyond the immediate financial benefit to your shareholders, our proposal also provides significant benefits to all key stakeholders. The fundamental elements of our 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.

It is clear that the combination of Anheuser-Busch and InBev would be an industry-transforming event, creating an unparalleled opportunity for our stakeholders. Our Board, our majority shareholder and our management team remain committed to making this happen.

Very truly yours,

Carlos Brito

cc: Board of Directors of Anheuser-Busch

Squeezed

July 2, 2008

Brew Blog

Brewers and distributors are caught between a slowing economy and rising costs. What does it take to navigate hard times?

High gas prices. A weak housing market. Weak consumer confidence. Rumblings of recession.

What does it mean for the American beer business?

The latest issue of Brew Magazine takes a look.

From the issue:

The beer business is generally considered recession-resistant, if not recession-proof, because its products span the spectrum of consumer tastes and price points.

But that doesn’t mean beer doesn’t get pinched during tough times.

With the economy slowing and gas prices rising, consumers cut back on going to bars and taverns. They go out to eat less. And while sometimes those consumers enjoy a beer at home, that’s not always the case.

“Thankfully, beers are still quite affordable, but yes, I think when people have less disposable income every week, something like beer is affected,” says Miller Brewing Company CEO Tom Long.

Making it worse for brewers and distributors: Every input cost — gas, corn, grain, hops, barley and aluminum — is rising. Costs are climbing even as off-premise business tails off. And high prices at the pump affect everything that moves, including consumers.

“I think it (gas prices and the economy) is probably going to slow the industry down,” says industry consultant Joe Thompson, who predicts growth this year to come in somewhere between flat and a 1 percent increase. “And on the cost side of the equation it’s getting whacked pretty good. Fuel costs are going up. Insurance costs are going up. Everything is going up.”

So it’s a tough environment. And it could be for a while. But beer industry veterans say the best way to proceed is by sticking to strategy instead of panicking at the first sign of trouble.That means investing in your business and staying focused.

“It would seem to me that the most important thing would be to not just overreact,” says John Greening, a former advertising executive who worked on the Anheuser-Busch business and now is an advertising professor at Northwestern University’s Medill School of Journalism.

So far the leading domestic brewers appear to be hewing to their longer-term strategies.

They’ve spent the past few years focusing on their mainstream brands even as they try to tap into the high end in competition with the growing competitive set of imports, crafts, wine and spirits. And — as seen by new product introductions, the brewers’ focus on highermargin beers and ongoing marketing investment behind their main brands — that’s continuing even in the midst of the slowing economy.

Distributors also emphasize focus.

“We’re sticking to our business plan to drive premium and above-premium volume,” says Jim Doney, president of Chicago Beverage Systems, which handles Miller, Coors and a host of other brands. “You’ve got to stick with your plan.”

Brewers and distributors are also keeping a close eye on consumers and what they they’re doing.

The biggest concern in the trenches is how high gas prices will go. With the price of a gallon cracking $4 in some markets well before Memorial Day, many distributors are concerned about how gas prices will affect their margins and the business overall.

Besides cutting into disposable incomes, high gas prices also force consumers to cancel vacations, day-trips and other outings that may be beer-drinking occasions.

“If the price of gas keeps climbing … and stays above $4, I think that’s going to have an impact,” says Mike Gallagher, executive vice president of Miller Brands in Milwaukee.

A-B and Miller said that volumes were disappointing during their latest quarters. But both made it plain they will continue marketingnto drive sales in the summer.

“Marketers have to resist the temptation to cut marketing spending,” says Tim Calkins, clinical professor of marketing at Northwestern University’s Kellogg Graduate School of Management. “The problem is your equity can erode very quickly. All of a sudden you lose what makes your brand unique. You stop reminding people about what makes the brand special.”

A-B appears committed to its effort to energize its core brands. It’s doing that partly by increasing marketing spending behind Budweiser and Bud Light (although the Bud family continued to decline during the first quarter).

A-B is also investing in new-product launches — always an expensive endeavor. It launched Bud Light Lime just before Cinco de Mayo.

This fall it’s launching Budweiser American Ale. Both brands are priced above premium.

For Miller’s part, it’s sticking with its strategy of “stoke, exploit and protect,” which offers consumers a variety of options at different price points.

Waiting for A-B

July 2, 2008

Brew blog

Board has not yet taken a public position on InBev bid.

“How long can A-B wait?” asks a headline in today’s St. Louis Post-Dispatch.

It’s referring, of course, to the fact that it’s been 13 days since InBev made an unsolicited, $65-per-share bid for Anheuser-Busch. And the A-B board has yet to make a public response.

The answer to the question: It’s hard to say. While the company is not legally bound to respond in a certain time frame, shareholders might get antsy if things drag on for too long.

From the story:

Experts say the 13-member board is not legally required to respond within a certain time frame, because InBev approached Anheuser-Busch with a nonbinding letter of interest.

“Nothing’s been formally presented to them that puts their backs up against the wall,” said David Stone, a mergers and acquisitions expert with the Neal, Gerber & Eisenberg law firm.

But in practical terms, Anheuser-Busch’s board is still limited by what one commentator called “the elephant in the room” — the possibility that InBev could turn hostile, going over the board’s head and soliciting shareholders directly. If InBev made a public offer to buy shares directly from shareholders, the directors would have 10 business days to recommend, disapprove or take no position on the deal, Stone said.

The longer Anheuser-Busch waits, the more likely a hostile route becomes, said B. Craig Hutson, senior bond analyst at Gimme Credit.