AB InBev submits offer to buy SABMiller for $107 billion

Anheuser-Busch InBev NV submitted its formal offer to buy SABMiller Plc for about $107 billion, ending a month of intense negotiations to seal the biggest deal in United Kingdom history.

The Budweiser-maker will pay 44 pounds ($66.7) a share in cash for a majority of the stock, the companies said, confirming a price accord announced on October 13.

The deal will lead to annual pretax cost synergies of at least $1.4 billion, they said. To help gain antitrust approval, Molson Coors Brewing Co will acquire SABMiller's 58 percent stake in MillerCoors LLC for $12 billion, giving it full control of a business that makes Coors Light.

The takeover of SABMiller will give AB InBev beer brands such as Peroni and Grolsch and create a company controlling of about half of the industry's profit－provided it gets past antitrust regulators.

The companies reached a tentative agreement last month after weeks of haggling over the price, and have since been hammering out a formal deal. The Belgian suitor must pay a fee of $3 billion if it fails to get the necessary approvals.

"We believe this combination will generate significant growth opportunities and create enhanced value to the benefit of all stakeholders," AB InBev CEO Carlos Brito said.

AB InBev will finance the cash part of the transaction from existing resources and third-party debt. It lined up seven banks to arrange as much as $70 billion in financing, sources said.

The planned sale of the stake in MillerCoors is designed to "promptly and proactively address regulatory considerations", the companies said. MillerCoors represented the biggest antitrust hurdle to the merger, analysts have said, though SABMiller's stake in China's CR Snow may also need to be sold.

The merged company will be listed in Brussels, Mexico and Johannesburg.

The $1.4 billion of projected annual savings equates to less than 7 percent of SABMiller's sales, excluding MillerCoors. AB InBev achieved cost savings representing about 16 percent of sales when it bought Anheuser-Busch Cos in 2008 and Mexico's Modelo in 2013. To achieve those benefits, the brewers said they may have to "implement certain restructurings or reorganizations", without being more specific.

Together, AB InBev and SABMiller will be the world's largest consumer-staples company by earnings, according to Exane BNP Paribas analysts, who estimate the combined company will make $25 billion before interest, tax, depreciation and amortization in 2016. The enlarged brewer will have the number one or two positions among 24 of the world's 30 biggest beer markets, they estimate.

After years of speculation, AB InBev's pursuit of its nearest rival was hastened by the drag of slowing economies in the emerging markets of China and Brazil. For AB InBev CEO Brito, the combination would cap a $90 billion dealmaking spree over the last decade, turning a regional brewer into the undisputed global leader.

The SABMiller proposal is an acquisition partly borne out of necessity, with AB InBev's growth set to slow over the next five years, estimates compiled by Bloomberg show. A 20 percent drop in SABMiller shares in the months preceding the approach and the prospect of an end to cheap credit also served as a catalyst to a takeover.