Scottish & Newcastle Agrees to Takeover

Brewers Carlsberg and Heineken will buy beermaker Scottish and Newcastle for $15.3 billion, the companies said recently. Scottish & Newcastle PLC, which rejected 2 earlier bids, agreed to an all-cash offer of 800 pence ($15.68) a share. The offer values the existing share capital of S&N at 7.6B pounds ($14.9B), and the bidders said they plan to issue another 200M pounds worth of shares. The price is a premium of 50.7% over the recent closing share price, the day before speculation arose about a possible bid for S&N. If the deal goes through, Copenhagen-based Carlsberg A/S would gain sole ownership of Baltic Beverages and S&N's French, Greek and China operations, while Amsterdam-based Heineken NV would take control of its British, American, Indian and other markets. Baltic Beverages operates 19 breweries, holding the top position in the Russian, Baltic and Kazakh beer markets, and ranks third in Ukraine. Its brands include Baltika, Arsenalnoe, Slavutich and Alma-Ata. A Charles Stanley & Co. analyst predicted there would be no difficulty in gaining regulatory approval in the U.S., European Union, Russia and Ukraine. He said the emergence of counter-bidders looks very unlikely, given level of the offer and unattractive growth prospects in S&N's core Western European markets. The President and CEO said they now have full control of their destiny in Russia and other BBH territories and he