Japan's Suntory to buy US spirits maker Beam for $13.6 billion

Suntory Holdings Ltd on Monday said it would buy Beam Inc for $13.6 billion in cash in a deal that would make the Japanese company the world's third-largest spirits maker.

Including the assumption of Beam's net debt, the deal is valued at $16 billion. It brings together Beam's Jim Beam and Maker's Mark bourbons, Courvoisier cognac and Sauza tequila with Suntory's Yamazaki, Hakushu, Hibiki and Kakubin Japanese whiskies, Bowmore Scotch whisky and Midori liqueur.

The deal is the latest example of how Japanese beverage companies are seeking to quench their thirst for overseas growth as the population in their home market shrinks.

"All Japanese beverage companies have been focused on getting growth outside Japan," Bernstein Research analyst Trevor Stirling said.

The proposed acquisition is also Japan's third-largest announced outbound deal of all time, according to Thomson Reuters data.

Last year, privately held Suntory floated its food and non-alcoholic drinks company, Suntory Beverage & Food, to raise money for overseas acquisitions. Kirin Holdings Co bought control of Brazil's Schincariol for $2.6 billion in 2011, and Asahi Group Holdings took a stake in Chinese brewery Tsingtao in 2009.

Suntory said on Monday that it would pay $83.50 per share in cash, a 25 per cent premium to Beam's closing stock price of $66.97 on Friday. Beam shares jumped 24 per cent to $83.07 on Monday.

The purchase price is more than 20 times Beam's earnings before interest, tax, depreciation and amortization, a multiple that comes close to the record 20.8 times EBITDA that Pernod Ricard paid in 2008 for the maker of Absolut vodka.

But unlike the Absolut acquisition, there are few cost-saving opportunities in Monday's deal, Stirling said, since more than 90 per cent of Suntory's business is in Japan, and the Beam business will continue to operate in the United States.

If the deal falls through, Beam must pay Suntory a $425 million termination fee.

Analysts believe a counterbid by the likes of larger rivals Diageo Plc or Pernod is unlikely, citing the deal's high multiple, termination fee and approval by both boards.

Suntory already distributes Beam products in Japan, and Beam distributes Suntory's products in Singapore and other Asian markets.

Beam has been viewed as an attractive takeover target since becoming a stand-alone public spirits company in October, 2011. Analysts and bankers long speculated that its range of bourbons would fit nicely into Diageo's portfolio, which has many Scotch whiskies but only one bourbon.

One of the biggest winners in the Suntory deal will be Pershing Square Capital Management. The $12 billion hedge fund owned by William Ackman owned 12.8 per cent, or 20.8 million shares, of Beam at the end of the third quarter.

At that time, Beam was Pershing's third-biggest position, and it has helped boost the hedge fund's performance in a year overshadowed by a $500 million loss on J.C. Penney Co Inc and climbing losses on Herbalife Ltd.

Ackman declined to comment on the deal with Suntory.

Suntory intends to fund the acquisition with cash on hand and fully committed financing from Bank of Tokyo-Mitsubishi UFJ.

Financial advisers in the deal are Mitsubishi UFJ Morgan Stanley for Suntory and Centerview Partners and Credit Suisse for Beam.

Legal advisers are Cleary Gottlieb Steen & Hamilton LLP for Suntory and Sidley Austin LLP for Beam.

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