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Actionable news in BUD: ANHEUSER-BUSCH INBEV SA/NV,

Prospectuses and communications, business combinations

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Filed by Anheuser-Busch InBev SA/NV

pursuant to Rule 425 under the Securities Act of 1933

Subject Company: Anheuser-Busch InBev SA/NV

(Commission File No. 001-34455)

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16 UNDER

THE SECURITIES EXCHANGE ACT OF 1934

November 12, 2015

Commission File No.: 1-34455

Anheuser-Busch InBev SA/NV

(Translation of registrants name into English)

Belgium

(Jurisdiction of Incorporation)

Brouwerijplein 1,

3000 Leuven, Belgium

(Address of principal executive offices)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):

Indicate by check mark whether by furnishing the information contained in this Form, the registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.

Anheuser-Busch InBev SA/NV is furnishing the following exhibits related to its recently announced offer for SABMiller plc on this Report on Form 6-K, each of which is incorporated by reference to the extent indicated below:

The exhibits listed above shall be deemed to be incorporated by reference in each of the Registration Statements on Form F-3 (File No. 333-185619), Form F-3 (File No. 333-169514), Form S-8 (File No. 333-172069), Form S-8 (File No. 333-171231), Form S-8 (File No. 333-169272), Form S-8 (File No. 333-165566), Form S-8 (File No. 333-165065), Form S-8 (File No. 333-178664), Form S-8 (File No. 333-188517), Form S-8 (File No. 333-192806) and Form S-8 (File No. 333-201386) of Anheuser-Busch InBev SA/NV and to be a part thereof from the date on which this report is furnished, to the extent not superseded by documents or reports subsequently filed or furnished, provided, however, that Exhibit 99.2 and the following pages and sections of Exhibit 99.1 shall not be deemed to be so incorporated into any Registration Statement:

Certain information related to Anheuser-Busch InBev SA/NVs recently announced offer for SABMiller plc is available at www.ab-inbev.com and www.globalbrewer.com. Information on or accessible through these and other websites, other than the documents specifically incorporated by reference as exhibits hereto, does not form part of this Report on Form 6-K and is not incorporated by reference into the Registration Statements described above. References in the exhibits hereto to other documents available on the internet are included only as an aid to their location.

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Exhibit 99.1

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, IN OR INTO ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF SUCH JURISDICTION

THE FOLLOWING ANNOUNCEMENT IS AN ADVERTISEMENT AND NOT A PROSPECTUS OR PROSPECTUS EQUIVALENT DOCUMENT AND INVESTORS SHOULD NOT MAKE ANY INVESTMENT DECISION IN RELATION TO NEWCO SHARES EXCEPT ON THE BASIS OF THE INFORMATION IN THE TRANSACTION DOCUMENTS WHICH ARE PROPOSED TO BE PUBLISHED IN DUE COURSE

FOR IMMEDIATE RELEASE

RECOMMENDED ACQUISITION

OF

SABMILLER PLC

BY

ANHEUSER-BUSCH INBEV SA/NV

Summary

in lieu of the full cash consideration to which they would otherwise be entitled under the Transaction (subject to scaling back in accordance with the terms of the Partial Share Alternative). The Partial Share Alternative is equivalent to a value of £41.85 per SABMiller Share on 10 November 2015. The stated value of the Partial Share Alternative is calculated before taking account of any discount for the unlisted nature of the Restricted Shares.

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without any consequential reduction in the Consideration in respect of each SABMiller Share payable under the Transaction, on the terms set out in paragraph 17 of this Announcement. If any dividend or other distribution is announced, declared, made or paid in respect of the SABMiller Shares on or after the date of this Announcement and prior to Completion, other than a Permitted Dividend, or in excess of the Permitted Dividends, AB InBev reserves the right to reduce the Consideration in respect of each SABMiller Share by an amount equivalent to all or part of any such excess, in the case of the Permitted Dividends, or otherwise by the amount of all or part of any such dividend or other distribution. For the avoidance of doubt, if Completion occurs after the announcement or declaration of a Permitted Dividend but...


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