DFAN14A
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A
Consent Statement Pursuant to Section 14(a)
of the Securities Exchange Act of 1934
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Filed by the Registrant o |
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Filed by a Party other than the Registrant þ |
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Check the appropriate box: |
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Preliminary Consent Statement |
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Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) |
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Definitive Consent Statement |
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Definitive Additional Materials |
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Soliciting Material Pursuant to Section 240.14a-12 |
ANHEUSER-BUSCH COMPANIES, INC.
(Name of Registrant as Specified in Its Charter)
INBEV S.A.
(Name of Person(s) Filing Consent Statement, if Other Than the Registrant)
Payment of Filing Fee (Check the appropriate box):
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No fee required. |
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Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11. |
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Title of each class of securities to which transaction applies: |
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Aggregate number of securities to which transaction applies: |
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Per unit price or other underlying value of transaction computed pursuant to
Exchange Act Rule 0-11 (set forth the amount on which the filing fee is calculated and
state how it was determined): |
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Proposed maximum aggregate value of transaction: |
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Total fee paid: |
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Fee paid previously with preliminary materials. |
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Check box if any part of the fee is offset as provided by Exchange Act Rule
0-11(a)(2) and identify the filing for which the offsetting fee was paid
previously. Identify the previous filing by registration statement number, or
the Form or Schedule and the date of its filing. |
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Form, Schedule or Registration Statement No.: |
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The following documents are posted on the website
globalbeerleader.com:
Posted to www.globalbeerleader.com
A MESSAGE FOR ANHEUSER-BUSCH EMPLOYEES:
InBev and Anheuser-Busch are combining to create the global leader in the beer industry and one of
the worlds top five consumer products companies.
Let us highlight a few of the many reasons why we are so excited about this combination and the
opportunities it will bring to the employees, consumers, wholesalers, business partners and
shareholders of both companies and the communities we serve.
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Global market leadership Together, Anheuser-Busch and InBev will create the global leader
in the beer industry and one of the worlds top five consumer products companies. Bringing
together two industry champions with market leading brands will translate into significant
top-line growth, which ultimately will lead to enhanced career opportunities for employees of
both companies. The combined company will have a physical presence in more than thirty markets
and will be a stronger and more competitive player in the global and U.S. beer industry. |
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Enhanced diversity of geographic footprint The combined company will benefit from having
a more diversified and balanced geographic footprint, with leadership positions in developed
beer markets such as the U.S. and Canada and high growth, developing markets such as China
and Brazil. This diversity lends itself to an ideal balance of growth and stability. |
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Given the very limited overlap between the Anheuser-Busch and InBev businesses and the
efficiency of the Anheuser-Busch brewery footprint in the U.S., all U.S. breweries will remain
open. In addition, St. Louis will become the headquarters of the combined companys North
American region and the global home of the flagship Budweiser brand. |
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Strengthening our world-leading brands The combination of Anheuser-Busch and InBev will
bring together a portfolio of global leading brands, including Stella Artois, Becks, and
Budweiser. Our successful collaboration in Canada, South Korea and more recently, the U.S.,
gives us confidence that we will achieve more together than would be possible apart. |
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We see significant opportunities to internationalize Budweiser by leveraging our expansive
international footprint and bringing the brand to new consumers around the world. InBev
currently produces Budweiser for Anheuser-Busch in Canada and we have a track record with
respect to quality and growth. Under this arrangement, sales of the Anheuser-Busch brands in
Canada have grown at an average annual growth rate of 7.2%, making it the number one beer brand
in Canada. |
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Many Anheuser-Busch wholesalers have already added InBevs European premium imports to their
portfolio through our distribution agreement, and we believe there will be significant further
growth potential for our brands in the U.S. through a combination with Anheuser-Busch. |
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Bringing together best practices and common values While some may try to draw contrasts
between our companies and our cultures, we believe we share many more |
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similarities than differences. Both Anheuser-Busch and InBev come from long brewing
traditions (in fact, InBevs dates back to 1366); we are both dedicated to the highest
quality of our products; and we are both fully committed to investing in, and growing our
brands. In addition, we will bring together the best of both companies commitments to
people, community and the environment into a global platform, a meaningful step forward in
our goal of becoming the best beer company in a better world. |
We also share a passion for our people. InBev is an internationally recognized employer of choice
that prides itself on attracting, developing and retaining talented individuals from around the
world. InBev is combining with Anheuser-Busch because we have tremendous admiration for its brands
and business, and immense respect for the hard work and dedication of Anheuser-Buschs employees.
We believe this compelling and extraordinary combination is the natural next step for both of our
companies given the complementary nature of our businesses. InBev has a strong track record of
successfully completing and integrating acquisitions, and we believe we can successfully work
together to combine our two great companies in a way that benefits all key stakeholders.
The new company will be named Anheuser-Busch InBev to evoke Anheuser-Buschs heritage and the
strength of Anheuser-Buschs iconic brands. As we already mentioned, St. Louis will become the
headquarters for the North American region and the global home of the flagship Budweiser brand for
the combined company. We understand how much Anheuser-Busch means to the St. Louis community, and
with 40% of the combined companys business based in the U.S., we believe that the only logical
decision is to stay in St. Louis. InBev intends to build on Anheuser-Buschs reputation as a high
quality employer and a responsible corporate citizen and looks forward to participating as an
active and important member of the St. Louis community.
In combining InBev and Anheuser-Busch, we will seek to draw on the complementary strengths, talent
and rich histories of both companies. We will mutually share best practices around the world and
build our management team and workforce to reflect the diversity of the markets in which we
operate. We will count on the experience of Anheuser-Busch employees and your knowledge of the U.S.
market to naturally complement InBevs experience and knowledge of international markets. InBev has
a strong reputation of working together with its employees across a variety of cultures and
creating opportunities for employees regardless of nationality or geographic location.
We invite you to learn more about our combination, as well as about InBev and our brands, on this
website. We will also keep this site up-to-date with all of our latest communications.
In summary, InBev is combining with Anheuser-Busch because we have tremendous admiration for its
brands, its business and its employees. Together, we will create a stronger, more competitive,
sustainable global company which will benefit all stakeholders and revolutionize the beer industry.
[END]
Posted to www.globalbeerleader.com
A MESSAGE FOR ANHEUSER-BUSCH WHOLESALERS:
We are combining with Anheuser-Busch to create the global leader in the beer industry and one of
the worlds top five consumer products companies. We are extremely excited about the opportunities
this combination will bring to both companies employees, consumers, wholesalers, business
partners, shareholders and the communities we serve.
We are strong believers in the three tier system and have tremendous respect for you and the entire
Anheuser-Busch wholesaler network. In fact, the strength of the U.S. distribution network and
relationships with the wholesalers is an important part of the rationale for this transaction. Your
knowledge of and experience with the U.S. market will play an integral role in the success of the
combined company going forward. We believe that the U.S. is one of the most important markets in
the brewing industry and will play a critical role in the future growth of Anheuser-Busch InBev.
The compelling combination of Anheuser-Busch and InBev is a natural next step for both companies
given the complementary nature of our respective businesses and the successful distribution
partnerships we already enjoy across the world.
Our track record of successful collaboration with Anheuser-Busch in the U.S., Canada and South
Korea gives us confidence that, together, we can achieve more than would be possible apart. Since
January 2007, many Anheuser-Busch wholesalers have been entrusted with InBevs European premium
import brands such as Stella Artois, Becks and Bass, which complement the existing portfolio of
Anheuser-Busch brands. In Canada, our successful partnership with Anheuser-Busch spanning almost 30
years has resulted in Budweiser becoming the number one beer in Canada.
InBev has great admiration for the Budweiser brand. We will make it the combined companys global
flagship brand and will invest in Budweiser and other Anheuser-Busch brands to support their
growth. InBev is also committed to maintaining the highest quality of its products and will ensure
that the taste and quality of Anheuser-Busch brands remain unchanged.
We believe that an InBev/Anheuser-Busch combination will create a stronger competitor in the
changing and more challenging landscape of the U.S. beer industry. We are very excited about the
opportunities this combination will bring to Anheuser-Buschs wholesalers, and look forward to
working with you to grow both existing and new brands.
In terms of next steps, the transaction is subject to both InBev and Anheuser-Busch shareholder
approvals and other customary regulatory approvals. In light of the limited overlap between the two
companies businesses, the combination should not encounter any significant regulatory issues and
is expected to be completed by the end of the year.
We strongly believe that the combination of InBev and Anheuser-Busch will create a stronger, more
competitive, sustainable global company to the benefit of all stakeholders.
All the best,
Brito
Chief Executive Officer, InBev
[END]
Posted to www.globalbeerleader.com
InBev and Anheuser-Busch Agree to Combine,
Creating the Global Leader in Beer with Budweiser as
its Flagship Brand
InBev (Euronext: INB) and Anheuser-Busch (NYSE: BUD) today announced an agreement to combine the
two companies, forming the worlds leading global brewer. Anheuser-Busch shareholders will
receive $70 per share in cash, for an aggregate equity value of $52 billion, in an
industry-transforming transaction. The combined company will be called Anheuser-Busch InBev. Both
companies Boards of Directors have unanimously approved the transaction. InBev has committed
financing for the purchase of all of Anheuser-Buschs outstanding shares.
The combination of Anheuser-Busch and InBev will create the global leader in the beer industry
and one of the worlds top five consumer products companies. On a pro-forma basis for 2007,
the combined company would have generated global volumes of 460 million hectoliters, revenues
of $36.4 billion (26.6 billion) and EBITDA of $10.7 billion (7.8 billion). Anheuser-Busch
and InBev together believe that this transaction is in the best interests of both companies
shareholders, consumers, employees, wholesalers, business partners and the communities they
serve.
The company will make St. Louis, Missouri the headquarters for the North American region and the
global home of the flagship Budweiser brand. With about 40% of the combined companys revenues to
be generated in the U.S., the company will draw on the collective expertise of Anheuser-Buschs
dedicated and experienced employees and its culture of quality. Given the limited geographical
overlap between the two businesses and the efficiency of Anheuser-Buschs brewery footprint in
the United States, all of Anheuser-Buschs U.S. breweries will remain open.
InBev CEO Carlos Brito will be chief executive officer of the combined company. The
Board of Directors of the combined company will be comprised of the existing
directors of the InBev Board, Anheuser-Busch President and CEO August Busch IV and one other
current or former director from the Anheuser-Busch Board. In addition, the combined companys
management team will draw from key members of both InBevs and Anheuser-Buschs current
leadership. Anheuser-Busch will become a wholly owned subsidiary of InBev upon the completion of
this transaction.
The expanded company will be geographically diversified, with leading positions in the worlds
top five markets China, U.S., Russia, Brazil and Germany and balanced exposure to developed
and developing markets. A combination of Anheuser-Busch and InBev will result in significant
growth opportunities from leveraging the companies combined brand portfolio, including the
global flagship Budweiser brand and international market leaders such as Stella Artois and
Becks, maximizing the combinations unparalleled global distribution network and applying best
practices across the new organization. Budweiser and Bud Light are the
largest selling beers in the world, and the combined company will have an unmatched portfolio of
imports, local premiums and local core brands.
Carlos Brito, CEO of InBev, said, We are very pleased to announce this historic transaction
today, bringing together two great companies that share a rich history of brewing traditions. We
are extremely excited about the opportunities that this combination will create for consumers
worldwide, as well as our shareholders, employees, business partners and wholesalers. Together,
Anheuser-Busch and InBev will be able to accomplish much more than each can on its own. We have
been successful business partners for quite some time, and this is the natural next step for us in
an increasingly competitive global environment. This combination will create a stronger, more
competitive global company with an unrivaled worldwide brand portfolio and distribution network,
with great potential for growth all over the world.
August Busch IV, Anheuser-Busch President and CEO, stated, Todays announcement brings new
opportunities for Anheuser-Busch and its business, brands and employees. This agreement provides
additional and certain value for Anheuser-Busch shareholders, while enhancing global market access
for Budweiser, one of Americas true iconic brands. We will leverage our collective strengths to
create a truly diversified, global company to sustain long-term growth and profitability. In the
United States and Canada, both InBev and Anheuser-Busch have seen significant
benefits from our existing relationship and we look forward to replicating this success
in other parts of the world.
To read the full press release, click here.
[END]
Posted to www.globalbeerleader.com
BRINGING THE KING OF BEERS TO NEW CONSUMERS
AROUND THE WORLD
The combination of InBev and Anheuser-Busch will bring together two companies with strong and proud
brewing legacies to create the global leader in beer with an unmatched portfolio of brands.
InBev has tremendous respect for the rich history and proud heritage behind Anheuser-Busch and its
iconic brands, and we are committed to retaining these brand values. In fact, the new company will
be named Anheuser-Busch InBev to evoke this strong heritage and we will keep St. Louis as the
headquarters of the combined companys North American region and home of the flagship Budweiser
brand.
InBev is committed to supplying consumers with the highest quality of products, as a company with a
brewing tradition that dates back to 1366. InBevs current brands include Stella Artois and Becks,
together with more than 200 other wonderful local beer brands, and we have great respect for the
heritage, taste and values of these brands.
As a consumer of Budweiser or other Anheuser-Busch products, you can be sure that you are going to
get the same fresh beer, brewed at the same U.S. breweries, by the same brewers
exactly the way you have come to expect. All U.S. breweries will be maintained and indeed we
plan on investing in the business.
Let me also assure you that Anheuser-Busch brands will continue to be available at the same
affordable prices.
We deeply respect the Anheuser-Busch Company and its people and know the company well through our
partnerships. For instance, we have been brewing, marketing and selling Budweiser for
Anheuser-Busch in Canada almost 30 years and today it is the number one beer in the country.
We are extremely excited to grow the Budweiser brand and plan to unleash it globally and increase
its availability in major markets. We want to introduce new consumers around the world to Budweiser
so they too can taste and enjoy what you and millions of others have enjoyed for over 100 years.
[END]
1
INBEV AND ANHEUSER-BUSCH AGREE TO COMBINE FOR $70 PER SHARE IN CASH
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Companies
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Ticker |
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Euronext: INB |
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NYSE: BUD |
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Description
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InBev is the worlds leading
brewer, with 14.4 billion of
revenues in 2007. The companys
origins date back to 1366, and
today, InBev is a true
consumer-centric, sales driven
company, managing a carefully
segmented portfolio of more
than 200 brands, holding the
number one or number two
position in over 20 key markets
in 2007 more than any other
brewer. Headquartered in
Leuven, Belgium, and with sales
in over 130 countries, the
company works through six
operational zones: North
America, Western Europe,
Central and Eastern Europe,
Asia Pacific, Latin America
North, and Latin America South.
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Based in St. Louis, Anheuser-Busch is the leading American brewer,
holding a 48.5 percent share of U.S. beer sales. The company brews
the worlds largest-selling beers, Budweiser and Bud Light.
Anheuser-Busch also owns a 50 percent share in Grupo Modelo,
Mexicos leading brewer, and a 27 percent share in China brewer
Tsingtao Brewery, whose namesake beer brand is the countrys
best-selling premium beer. |
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www.InBev.com
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www.anheuser-busch.com |
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Employees
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89,000
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30,849 |
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2007 Financial
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Revenues:
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14.4 billion
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Revenues:
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$16.7 billion |
Highlights
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EBITDA:
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5.0 billion
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EBITDA:
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$3.9 billion |
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Total Volume:
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271 mhl
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Total Volume:
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189 mhl |
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Combined
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Revenues:
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26.6 billion or $36.4 billion |
Company, Pro-
Forma 2007
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EBITDA: Employees:
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7.8 billion
or $10.7 billion 119,849 |
(before synergies)
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Total Volume:
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460 million hectoliters |
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Strategic
Rationale
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Creates true global leader in beer with flagship brand Budweiser |
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Balanced footprint in developed and developing markets |
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Complementary portfolio of leading brands and unparalleled global distribution network |
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Significant value creation from
economies of scale and industry leading best practices yielding cost synergies of $1.5 billion annually by 2011 |
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Already successful relationship in Canada and the U.S. |
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Shared values and commitment to people, community and the environment |
INBEV AND ANHEUSER-BUSCH AGREE TO COMBINE FOR $70 PER SHARE IN CASH
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St. Louis, Missouri will become North American headquarters and global home of the flagship Budweiser brand |
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Combined company to be named Anheuser-Busch InBev in recognition of Anheuser-Buschs
heritage and the importance of its brands |
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InBev to retain key members of the Anheuser-Busch management team across the organization |
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Anheuser-Busch President and CEO August Busch IV and one other
current or former director from the Anheuser-Busch Board to join the board of the combined
company |
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All U.S. breweries maintained and minimal job losses |
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Commitment to strong U.S. three-tier wholesaler system |
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Uphold highest standards of quality and taste |
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Continued investment in Anheuser-Busch brands to drive growth |
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Joining of two industry leading corporate citizens brings together
the best of both companies commitments to people, community and the environment into a global platform |
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Meaningful step forward in InBevs goal of becoming the best
beer company in a better world |
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InBev to combine Anheuser-Buschs efforts on community
causes with its own |
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InBev to participate as active member of all communities in
which it operates; expects to maintain support for many
community and social programs |
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US$ 70 per share in cash |
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45% premium over Anheuser-Buschs 30-day average share price
prior to recent market speculation |
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27% premium over Anheuser-Buschs previous all-time high of
$54.97 achieved in October 2002 |
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Offer represents 12.4x Anheuser-Buschs 2008E EBITDA |
The transaction is subject to the approval of InBev and Anheuser-Busch
shareholders, and other customary regulatory approvals.
Fully financed with $45 billion in new debt, including a $7 billion bridge
financing for divestitures of non-core assets from both companies,
and a $9.8 billion equity bridge financing with flexibility to determine timing
and form of equity financing for up to 6 months after closing
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Transaction financing led by group of leading global financial institutions including
Banco Santander, Bank of Tokyo-Mitsubishi, Barclays Capital, BNP Paribas, Deutsche
Bank, Fortis, ING Bank, JP Morgan, Mizuho Corporate
Bank and Royal Bank of
Scotland |
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Management highly committed to retaining a strong investment grade credit profile |
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Transaction consistent with strict acquisition value creation criteria and will be accretive
to normalized EPS by 2010 |
WHERE TO FIND ADDITIONAL INFORMATION
Information for Employees, Wholesalers and Communities is available at www.globalbeerleader.com or
www.inbev.com.
Posted to www.globalbeerleader.com
A COMBINATION OF ANHEUSER-BUSCH AND INBEV:
A STRONGER, MORE COMPETITIVE GLOBAL COMPANY AND A WIN FOR
COMMUNITIES
InBev is combining with Anheuser-Busch because we have tremendous admiration for its brands,
employees and businesses. Together, we will create a stronger, more competitive global company
which will benefit all stakeholders.
All U.S. Breweries Maintained
This combination is about growth and investment. InBev has tremendous resources at its disposal as
the leading global brewer and will invest in Anheuser-Busch in the U.S.
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InBev will maintain all of Anheuser-Buschs existing U.S. breweries. |
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InBev does not expect any significant job losses as a result of the combination. |
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InBev expects little or no impact on union jobs. |
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As a result of growing the business, InBev has added 12,000 full-time positions since
the merger in 2004 that formed the company. |
North American Headquarters and Global Home of Flagship Budweiser Brand to Remain in St.
Louis
InBev will make St. Louis the headquarters for the North American region of the combined company
and the global home of the flagship Budweiser brand. InBev understands how much Anheuser-Busch
means to the U.S. and the St. Louis community. With 40% of the combined companys business based in
the U.S., InBev believes it is only logical to stay in St. Louis and draw on the collective
expertise of Anheuser-Buschs dedicated and experienced employees.
Respect for Anheuser-Busch, Its Heritage and Its Iconic Brands
Both InBev and Anheuser-Busch come from long brewing traditions (in fact, InBevs dates back to
1366); both companies are dedicated to the highest quality of our products; and both are fully
committed to investing in and growing our brands.
The combined company will be named Anheuser-Busch InBev to evoke Anheuser-Buschs heritage and the
strength of its iconic brands. InBevs primary objective is to expand the Budweiser brand worldwide
and will ensure that the quality, identity and taste of Anheuser-Buschs brands are unchanged.
Commitment to People, Community and the Environment
InBev and Anheuser-Busch will jointly bring together the best of both companies commitments to
people, community and the environment under one global platform.
InBev sees this as a meaningful step forward in its goal of becoming the best beer company in a
better world.
InBev recognizes and respects that Anheuser-Busch has been a leader in the industry on several
community causes, including important campaigns that promote the responsible
1
consumption of beer. InBev looks forward to combining Anheuser-Buschs efforts on such a worthy
cause with its own.
InBev also has tremendous respect for Anheuser-Buschs community contributions and embraces this
effort and expects to maintain support for its community and social programs.
For more information on InBevs commitment to being a responsible brewer go to:
http://www.InBev.com/go/responsible_brewer.cfm.
[END]
2
FORWARD-LOOKING STATEMENTS
Certain statements contained in this report that are not statements of historical fact constitute
forward-looking statements, notwithstanding that such statements are not specifically identified.
In addition, certain statements may be contained in the future filings of InBev and Anheuser-Busch
with the Securities and Exchange Commission (SEC), in press releases, and in oral and written
statements made by or with the approval of InBev that are not statements of historical fact and
constitute forward-looking statements. Examples of forward-looking statements include, but are not
limited to: (i) statements about the benefits of the merger between InBev and Anheuser-Busch,
including future financial and operating results, synergies, cost savings, enhanced revenues and
accretion to reported earnings that may be realized from the merger; (ii) statements about the
timing of the merger between InBev and Anheuser-Busch; (iii) statements of strategic objectives,
business prospects, future financial condition, budgets, projected levels of production, projected
costs and projected levels of revenues and profits of InBev or Anheuser-Busch or their managements
or boards of directors; (iv) statements of future economic performance; and (v) statements of
assumptions underlying such statements.
Forward-looking statements are not guarantees of future performance and involve certain risks,
uncertainties and assumptions which are difficult to predict and outside of the control of the
management of InBev and Anheuser-Busch. Therefore, actual outcomes and results may differ
materially from what is expressed or forecasted in such forward-looking statements. You should not
place undue reliance on these forward-looking statements. Factors that could cause actual results
to differ from those discussed in the forward-looking statements include, but are not limited to:
(i) the risk that the businesses of InBev and Anheuser-Busch will not be integrated successfully or
such integration may be more difficult, time-consuming or costly than expected; (ii) expected
revenue synergies and cost savings from the merger may not be fully realized or realized within the
expected time frame; (iii) revenues following the merger may be lower than expected; (iv) operating
costs, customer loss and business disruption following the merger, including, without limitation,
difficulties in maintaining relationships with employees, may be greater than expected; (v) the
ability to obtain governmental or regulatory approvals of the merger on the proposed terms and
schedule; (vi) the failure of shareholders of InBev or Anheuser-Busch to approve the merger; (vii)
local, regional, national and international economic conditions and the impact they may have on
InBev and Anheuser-Busch and their customers and InBevs and Anheuser-Buschs assessment of that
impact; (viii) increasing price and product competition by competitors, including new entrants;
(ix) rapid technological developments and changes; (x) InBevs ability to continue to introduce
competitive new products and services on a timely, cost-effective basis; (xi) containing costs and
expenses; (xii) governmental and public policy changes; (xiii) protection and validity of
intellectual property rights; (xiv) technological, implementation and cost/financial risks in
large, multi-year contracts; (xv) the outcome of pending and future litigation and governmental
proceedings; (xvi) continued availability of financing; (xvii) financial resources in the amounts,
at the times and on the terms required to support future businesses of the combined company; and
(xviii) material differences in the actual financial results of merger and acquisition activities
compared with expectations of InBev, including the full realization of anticipated cost savings and
revenue enhancements. All subsequent written and oral forward-looking statements concerning the
proposed transaction or other matters and attributable to InBev or Anheuser-Busch or any person
acting on their behalf are expressly qualified in their entirety by the cautionary statements
referenced above. Forward-looking statements speak only
as of the date on which such statements are made. InBev and Anheuser-Busch undertake no obligation
to update any forward-looking statement to reflect events or circumstances after the date on which
such statement is made, or to reflect the occurrence of unanticipated events.
IMPORTANT INFORMATION
This communication may be deemed to be solicitation material in respect of the proposed acquisition
of Anheuser-Busch by InBev. In connection with the proposed acquisition, InBev and Anheuser-Busch
intend to file relevant materials with the SEC, including Anheuser-Buschs proxy statement on
Schedule 14A.
INVESTORS OF ANHEUSER-BUSCH ARE URGED TO READ ALL RELEVANT DOCUMENTS FILED WITH THE SEC, INCLUDING
ANHEUSER-BUSCHS PROXY STATEMENT, BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE
PROPOSED TRANSACTION.
Investors and security holders will be able to obtain the documents free of charge through the
website maintained by the SEC at www.sec.gov, and Anheuser-Busch stockholders will receive
information at an appropriate time on how to obtain transaction-related documents for free from
Anheuser-Busch. Such documents are not currently available.
InBev and certain of its directors and executive officers and other persons, and Anheuser-Busch and
its directors and certain executive officers, may be deemed to be participants in the solicitation
of proxies from the holders of Anheuser-Busch common stock in respect of the proposed transaction.
Information regarding InBevs directors and executive officers is available in its Annual Report
for the year ended December 31, 2007, available at www.InBev.com/annualreport2007. Information
about the directors and executive officers of Anheuser-Busch and their respective interests in
Anheuser-Busch by security holdings or otherwise is set forth in its proxy statement relating to
the 2008 annual meeting of stockholders, which was filed with the SEC on March 10, 2008.
Investors may obtain additional information regarding the interest of the participants by reading
the proxy statement regarding the acquisition when it becomes available.