S&N sales discussions kicks off amidst uncertainty

By Neil Merrett

- Last updated on GMT

Related tags: Carlsberg

Scottish & Newcastle has today begun talks with Heineken and
Carlsberg over a potential 800 pence per share sale, though an
imminent deadline and possible interest from competition
authorities could yet endanger the deal.

The announcement could prove a turning point for the proposed takeover, with S&N up until now spurning any attempts to enter into dialogue concerning a sale. A consortium for the purchase formed between Heineken and Carlsberg said that a period of due diligence was now set to take place and that it had requested an extension to a deadline imposed by the UK takeover panel to complete the sale. The deadline was set for 21 January, though the panel have today granted a three-day extension that will allow talks to continue until midday on 24 January. S&N's decision to enter into discussions suggest that the end could be in sight for the ongoing battle between itself and the consortium for some of Europe's leading beer brands. However, all three parties involved in the talks though stressed that the discussions were no guarantee that a formal deal will yet go ahead. Even then, if the talks conclude successfully, UK-based regulator The Office of Fair Trading (OFT) said it may yet decide to refer any potential deal to competition authorities for a further inquiry. "Currently we are not looking into Heineken/Carlsberg,"​ said an OFT spokesperson. "But that is not to say we would not in the future." ​ With the discussions ongoing, a spokesperson for the consortium said that it had no further comments to make until the talks progressed. The discussion announcement comes just a week after the board of S&N rejected a 780 pence per share offer from the consortium, claiming it undervalued its operations. In order to fund a new bid, Carlsberg said that it would supply the extra 20 pence per share needed, should it be required. The claims reflect the importance to the brewer of completing a deal for S&N, with which it jointly owns the Baltic Beverages Holding (BBH) joint venture. The brewer has been at loggerheads with Scottish & Newcastle during the last few months to each wrestle full control of BBH from the other. The joint venture operates in the high growth markets of Russia and some neighbouring countries, which have posted strong sales increases during the last few years. The consortium has therefore been attempting to engage in talks with S&N since October in a bid to acquire and split up its operations, with any successful purchase allowing Carlsberg to take full control of BBH. However, any offer will have to be agreed before the takeover panel deadline comes into place. Failure to do so would prevent the consortium from making any further bids before an arbitration court rules whether Carlsberg will have to sell its shares in BBH back to S&N. Both Carlsberg and S&N have argued last week that they are confident of winning the case when it is decided at the Arbitration Institute of the Stockholm Chamber Of Commerce by 3 July.

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