Anheuser-Busch InBev Commences Cash Tender Offer for Grupo Modelo Shares It Does Not Already Own

 Anheuser-Busch InBev Commences Cash Tender Offer for Grupo Modelo Shares It
                             Does Not Already Own

PR Newswire

BRUSSELS, May 1, 2013

BRUSSELS, May 1, 2013 /PRNewswire/ -- Anheuser-Busch InBev (Euronext: ABI;
NYSE: BUD) ("AB InBev") announced today that a wholly-owned subsidiary is
commencing the previously announced tender offer for all outstanding shares of
Grupo Modelo, S.A.B. de C.V. (BMV: GMODELOC) ("Modelo") that AB InBev does not
already own for USD 9.15 per share in cash.

The tender offer is being made pursuant to the Transaction Agreement between
AB InBev, Anheuser-Busch International Holdings, Inc., Anheuser-Busch México
Holding, S. de R.L. de C.V., Modelo and Diblo, S.A. de C.V, dated June 28,
and announced on June 29, 2012. The Board of Directors of Modelo unanimously
approved the Transaction Agreement and related transactions.

The tender offer is scheduled to expire on 2:00 p.m., Mexico City time, on May
31, 2013, unless the offer is extended. The tender offer is not subject to any
minimum tender condition or any financing condition. Following the settlement
of the tender offer, AB InBev will establish a trust that will accept further
tenders of shares by Modelo shareholders over a period of up to 25 months
after the tender offer closing.

Complete terms and conditions of the tender offer are set forth in the
Informative Brochure (folleto informativo) filed by AB InBev with the Mexican
Comisión Nacional Bancaria y de Valores and the Bolsa Mexicana de Valores.
Electronic copies of the Informative Brochure, are available free of charge
from Casa de Bolsa Santander, S.A. de C.V., Grupo Financiero Santander México
("CB Santander"), the exchange agent for the tender offer, at +52 (55) 5269
8925 or via email at The exchange agent for
the tender offer is CB Santander. Additional information is also available on

French and Dutch versions of this release will be available at on Thursday 2 May 2013.

The enclosed information constitutes regulated information as defined in the
Belgian Royal Decree of 14 November 2007 regarding the duties of issuers of
financial instruments which have been admitted for trading on a regulated


This release contains certain forward-looking statements reflecting the
current views of the management of AB InBev with respect to, among other
things, the proposed transaction described herein as well as AB InBev's
strategic objectives, business prospects, future financial condition, budgets,
projected levels of production, projected costs and projected levels of
revenues and profits, and the synergies it is able to achieve. These
statements involve risks and uncertainties. The ability of AB InBev to achieve
these objectives and targets or to consummate the proposed transaction is
dependent on many factors some of which may be outside of management's
control. In some cases, words such as "believe", "intend", "expect",
"anticipate", "plan", "target", "will" and similar expressions to identify
forward-looking statements are used. All statements other than statements of
historical facts are forward-looking statements. You should not place undue
reliance on these forward-looking statements. By their nature, forward-looking
statements involve risk and uncertainty because they reflect AB InBev's
current expectations and assumptions as to future events and circumstances
that may not prove accurate. The actual results could differ materially from
those anticipated in the forward-looking statements for many reasons including
the risks described under Item 3.D of AB InBev's annual report on Form 20-F
filed with the US Securities and Exchange Commission on 13 April 2012, as well
as risks associated with the proposed transaction, including uncertainty as
whether AB InBev will be able to consummate the transaction on the terms
described in this document or in the definitive agreements, the ability to
obtain necessary governmental approvals, the availability of financing for the
transaction and the ability to consummate the financing on the currently
anticipated terms, the ability to realize the anticipated benefits of
transaction, including as a result of a delay in completing the transaction or
difficulty in integrating the businesses of the companies involved, and the
amount and timing of any costs savings and operating synergies. AB InBev
cannot assure you that the proposed transaction or the future results, level
of activity, performance or achievements of AB InBev will meet the
expectations reflected in the forward-looking statements. Moreover, neither AB
InBev nor any other person assumes responsibility for the accuracy or
completeness of the forward-looking statements. Unless AB InBev is required by
law to update these statements, AB InBev will not necessarily update any of
these statements after the date hereof, either to confirm the actual results
or to report a change in its expectations.

Anheuser-Busch InBev Contacts:
Media                                       Investors
Marianne Amssoms                            Graham Staley

Tel: +1-212-573-9281                        Tel: +1-212-573-4365

E-mail:       E-mail:


Karen Couck                                 Thelke Gerdes

Tel: +32-16-27-69-65                       Tel: +32-16-27-68-88

E-mail:        E-mail:

Laura Vallis                                Christina Caspersen

Tel: +1-212-573-9283                        Tel: +1-212-573-4376

E-mail:           E-mail:

Steve Lipin / Stan Neve, Brunswick Group

Tel: +1-212-333-3810

About Anheuser-Busch InBev

Anheuser-Busch InBev is a publicly traded company (Euronext: ABI) based in
Leuven, Belgium, with American Depositary Receipts on the New York Stock
Exchange (NYSE: BUD). It is the leading global brewer, one of the world's top
five consumer products companies and recognized as first in the beverage
industry on FORTUNE Magazine's "World's Most Admired" companies list. Beer,
the original social network, has been bringing people together for thousands
of years and our portfolio of well over 200 beer brands continues to forge
strong connections with consumers. We invest the majority of our
brand-building resources on our Focus Brands - those with the greatest growth
potential such as global brands Budweiser^®, Stella Artois^® and Beck's^®,
alongside Leffe^®, Hoegaarden^®, Bud Light^®, Skol^®, Brahma^®, Antarctica^®,
Quilmes^®, Michelob Ultra^®, Harbin^®, Sedrin^®, Klinskoye^®, Sibirskaya
Korona^®, Chernigivske^®, Hasseröder^® and Jupiler^®. In addition, the company
owns a majority equity interest in the operating subsidiary of Grupo Modelo,
Mexico's leading brewer and owner of the global Corona^® brand. Anheuser-Busch
InBev's dedication to heritage and quality originates from the Den Hoorn
brewery in Leuven, Belgium dating back to 1366 and the pioneering spirit of
the Anheuser & Co brewery, with origins in St. Louis, USA since 1852.
Geographically diversified with a balanced exposure to developed and
developing markets, Anheuser Busch InBev leverages the collective strengths of
its approximately 118,000 employees based in 23 countries worldwide. In 2012,
AB InBev realized 39.8 billion US dollar revenue. The company strives to be
the Best Beer Company in a Better World. For more information, please visit:

SOURCE Anheuser-Busch InBev

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