On Friday, April 5, 2013, Anhueser-Busch Inbev (“ABI”) announced that it had reached an “agreement in principle” with the U.S. Department of Justice in connection with its planned acquisition of the remaining 50% of Grupo Modelo that it does not already own. The announcement did not provide details but said that the “proposed resolution is substantially in line with the revised transaction announced on February 14, 2013.
Under the revised terms announced on February 14, 2013, Grupo Modelo’s U.S. business is transferred to Crown Imports, a fully-owned entity of Constellation Brands, Inc. by providing licenses in perpetuity to the Grupo Modelo brands in the U.S. and a state-of-the-art brewery located in Mexico, close to the U.S. border, for the price of $2.9 billion, subject to a post-closing adjustment. Constellation plans to expand the brewery so that it can fulfill 100% of the U.S. capacity for the Crown Imports brands.
This agreement appears to address the main concerns raised by the D.O.J. in its January complaint. There will be full competition between the Crown Imports brands (formerly Grupo Modelo) and the ABI brands in the U.S. market as a result of the perpetual licenses. But ABI does not lose its rights to the brands for the rest of the world, which appears to be its main focus, in any case. Indeed, the February 14, 2013 press release notes that the expected synergies from the revised transaction have increased from approximately $600 million to $1 billion.
[My prior analysis of the transaction as originally proposed can be found here.]