Capital markets regulators in Kenya, Uganda, and Tanzania have approved Asahi Group Holdings’ acquisition of East African Breweries PLC (EABL) shares from Diageo plc. The approval removes the need for a mandatory takeover offer.
The announcement came from Asahi’s legal and financial advisers. These include A & O Shearman, ENS, Nomura and Absa. The firms had filed exemption requests with the Capital Markets Authority of Kenya (CMA), the Capital Markets and Securities Authority of Tanzania (CMSA) and the Capital Markets Authority of Uganda (CMA-U).
“Asahi hereby announces that each of the CMA, the CMSA and the CMA-U has granted an exemption from the requirement to make a mandatory take-over offer for EABL in Kenya, Tanzania and Uganda (as applicable) under the Kenya Take-over Regulations, the Tanzania Take-over Regulations, and the Uganda Take-over Regulations, respectively,” the company said.
The approval covers all markets where EABL trades. These include the Nairobi Securities Exchange Nairobi Securities Exchange, the Dar es Salaam Stock Exchange Dar es Salaam Stock Exchange, and the Uganda Securities Exchange Uganda Securities Exchange.
In addition, regulators said the deal would not hurt minority shareholders. As a result, EABL will remain publicly listed after the transaction.
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Attention now moves to competition regulators. These include the Competition Authority of Kenya Competition Authority of Kenya, the Fair Competition Commission of Tanzania Fair Competition Commission of Tanzania, and the Ministry of Trade, Industry and Cooperatives in Uganda.
These bodies will review the deal for market dominance risks. They will also assess competition fairness and consumer impact across the alcoholic beverages sector.
The transaction involves Asahi Group Holdings Asahi Group Holdings acquiring Diageo plc Diageo plc’s 65% stake in East African Breweries PLC East African Breweries PLC. It also includes a 53.7% stake in UDV Kenya Limited.
The deal is valued at about USD 2.3 billion, or roughly KES 297 billion. It marks a major expansion for Asahi into Africa’s fast-growing beverage market. EABL remains one of the region’s largest brewers, with operations across Kenya, Uganda and Tanzania.
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Asahi Group Holdings will proceed with the acquisition. It will not trigger a mandatory buyout of minority shareholders. This keeps EABL listed on the market.
At the same time, regulators have signaled confidence in the deal structure. They said minority shareholders will not face a disadvantage.
Because EABL trades on multiple exchanges, Asahi needed approval in all three jurisdictions. The approvals now clear that hurdle.
However, the process is not complete. Competition regulators will now review the transaction. They will assess its impact on market structure and consumer welfare.
Asahi has stated that it wants to retain EABL’s identity. It also plans to keep EABL’s brands in the market. The company will continue distributing both EABL and Diageo-licensed products.
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East African regulators approve the Diageo–Asahi EABL deal, clearing a major ownership shift across Kenya, Uganda, and Tanzania. PHOTO/Wilfred Nyangaresi | Nation Media Group