Anheuser-Busch InBev Announces Expiration of Tender Offer for All Outstanding Grupo Modelo Shares

Anheuser-Busch InBev Announces Expiration of Tender Offer for All Outstanding
                             Grupo Modelo Shares

PR Newswire

BRUSSELS, May 31, 2013

BRUSSELS, May 31, 2013 /PRNewswire/ -- Anheuser-Busch InBev (Euronext: ABI;
NYSE: BUD) ("AB InBev") announced today the expiration of the tender offer by
its wholly owned subsidiary, Anheuser-Busch Mexico Holdings S.R.L. de C.V., to
acquire all outstanding shares of Grupo Modelo, S.A.B. de C.V. (BMV: GMODELOC)
("Modelo") not already owned by AB InBev for USD 9.15 per share in cash.

The tender offer expired at 2:00 p.m., Mexico City time, on May 31, 2013. The
exchange agent for the tender offer has advised that, as of the expiration of
the tender offer, a preliminary total of 1,966,744,040 shares had been
tendered into and not withdrawn from the tender offer, representing
approximately 89% of Modelo's outstanding Series C shares not previously owned
by AB InBev. When added to AB InBev's existing ownership interest in Modelo,
AB InBev and its affiliates will, following the settlement of the tender
offer, own approximately 95% of Modelo's outstanding shares. All shares that
were validly tendered into the tender offer and not properly withdrawn have
been accepted for payment and will be paid for promptly in accordance with the
terms of the tender offer.

On the date of settlement of the tender offer, AB InBev will establish a
funded trust that will accept further tenders of shares by Modelo shareholders
that did not participate in the tender offer over a period of up to 25 months
after the tender offer closing.

Transaction Website: 

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

Tel: +1-212-573-9283

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^®, Hasseroder^® 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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