Anheuser-Busch InBev Announces Agreement with Molson Coors for Complete Divestiture of SABMiller's Interest in MillerCoors

• Molson Coors to acquire SABMiller's interest in MillerCoors
• AB InBev will not own SABMiller's U.S. business
• Transaction includes ownership of the Miller brand globally
• Also includes U.S. licenses to all brands within the MillerCoors portfolio
• Total transaction value of 12 billion USD
• Sale conditional on completion of AB InBev's acquisition of SABMiller

Anheuser-Busch InBev today announced an agreement with Molson Coors Brewing Company regarding a complete divestiture of SABMiller plc's interest in MillerCoors LLC , a joint venture in the U.S. and Puerto Rico between Molson Coors and SABMiller. The total transaction is valued at 12 billion USD and is conditional on the completion of AB InBev's previously announced acquisition of SABMiller. The SABMiller Transaction is expected to complete in the second half of 2016, subject to satisfying the relevant regulatory clearances.

Under the terms of the purchase agreement, Molson Coors will acquire SABMiller's 50% voting interest and 58% economic interest in MillerCoors. Upon completion of the transaction, MillerCoors will become a wholly owned subsidiary of Molson Coors, and Molson Coors will have full control of the operations and resulting economic benefits of MillerCoors.

Under the agreement, Molson Coors will acquire full ownership of the Miller brand portfolio outside of the U.S. and retain the rights to all of the brands currently in the MillerCoors portfolio for the U.S. market, including import brands such as Peroni and Pilsner Urquell. The sale also includes the global Miller brand, currently sold in over 25 countries (including Canada, Colombia, Czech Republic, Ecuador, Mexico, Panama, Romania, Russia, South Africa and the United Kingdom), as well as related trademarks and other intellectual property rights.

Carlos Brito, Chief Executive Officer of AB InBev, said, "Our combination with SABMiller is about creating the first truly global beer company and bringing more choices to beer drinkers in markets outside of the U.S. We are pleased to have reached this agreement with Molson Coors to divest SABMiller's U.S. assets. We will continue to proactively address any regulatory concerns regarding our combination with SABMiller in other relevant markets."

Mark Hunter, President and Chief Executive Officer of Molson Coors, said, "SABMiller has been an excellent partner for the past seven years and we are extremely proud of the organization that our teams have created. We have a deep passion for and understanding of the MillerCoors brands, strategy and culture and believe this transaction is the ideal outcome for this business. We look forward to continuing to provide our distributors, retailers and consumers with an extraordinary portfolio of brands."

Both the MillerCoors Transaction and the SABMiller Transaction are conditional upon the receipt of, among other things, customary regulatory approvals.

In connection with this transaction, Lazard acted as lead financial advisor to AB InBev. Barclays has also provided financial advice to AB InBev. Cravath, Swaine & Moore LLP and Freshfields Bruckhaus Deringer LLP acted as legal counsel.

Prior to the completion of the SABMiller Transaction, neither AB InBev nor any AB InBev subsidiary or affiliate will possess any right, title or interest in or to the assets to be transferred by SABMiller to Molson Coors pursuant to the MillerCoors Transaction. There can be no assurance that the MillerCoors Transaction or the SABMiller Transaction will occur or will occur on the contemplated timetable.

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