HEINEKEN N.V. (EURONEXT: HEIA; OTCQX: HEINY) today announced that it has entered into an implementation agreement with Distell Group Holdings Limited (JSE:DGH), Namibia Breweries Limited (NSX:NBS) and Ohlthaver & List Group of Companies (‘O&L’) to integrate their respective and relevant businesses in Southern Africa into one enlarged company.

The Transaction will be implemented through a number of simultaneous and inter-conditional steps, and will involve:

• A recommended offer by HEINEKEN for Distell, which values the businesses 1] to be acquired at approximately €2.2 billion and is subject to, inter alia, Distell shareholder approval;
• The proposed acquisition from NBL of its 25% shareholding in HEINEKEN South Africa (‘HSA'), which values the whole of HSA at approximately €1.5 billion, and is subject to, inter alia, NBL shareholder approval; and
• The acquisition of O&L’s 50.01% interest in NBL Investment Holdings (Proprietary) Limited (‘NBLIH’), the controlling shareholder with a 59.4% shareholding in NBL. HEINEKEN already owns a 49.99% interest in NBLIH. NBL’s current market valuation is approximately €400 million.

At completion, HEINEKEN will contribute these acquired assets plus its 75% directly owned shareholding in HSA and certain other fully owned export operations in Africa, into an unlisted public holding company (referred to as Newco). HEINEKEN will own a minimum of 65% of Newco, with the remainder held by Distell shareholders who elect to reinvest.