SABMiller’s shareholders split in two ahead of vote on takeover

Before AB-InBev can officially take over SABMiller, shareholders in SABMiller will have to vote on the offer on 28 September 2016. At the behest of SABMiller’s board, the UK High Court ruled on 24 August 2016 that SABMiller’s two biggest investors, Altria and Bevco (the Santo Domingo family) should be treated as a separate group to others in the vote, meaning a higher level of approval will be needed for the deal to proceed.

The split makes sense as Altria and Bevo, which together control about 40 percent of SABMiller, will be paid mostly in AB-InBev shares to avoid a large tax bill, whereas the other shareholders will only receive cash.

The vote requires a 75 percent approval from both shareholder groups.

There is little doubt that Atria and Bevco will vote in favour of the merger. However, the outcome of the vote in the other shareholder group is far from certain, as some institutional shareholders voiced objections when the cash offer was hit by the sharp fall in sterling. In July AB-InBev responded to this discontent by upping its cash over by GBP 1 per share. Insiders say that AB-InBev may have to raise its offer once again to secure all shareholders’ support.