Craft Brew Alliance (BREW)

[tedkov]

Craft Brew Shareholders Upset Over Merger Bid (Seek to file Lawsuit)- (via Business Journal)
November 12, 2019
Tags: United States Craft Brew Anheuser Busch Inbev Corporate Affairs Mergers & Acquisitions

A group of Craft Brew Alliance shareholders are attempting to block the $321 million purchase of the company by brewer Anheuser-Busch Inbev NV. Under terms of the definitive merger agreement, Anheuser-Busch, which owns 31.2% stake in Craft Brew, will acquire the remaining shares in the company that it does not already own for $16.50 per share.

The deal would represent a hefty premium of approximately 122% to the preceding day. The deal is slated to close next year, pending approval by regulators and a majority of CBA shareholders not affiliated with A-B, officials said.

In August, A-B passed on an opportunity to buy all of CBA's remaining stock at $24.50 per share (about $328 million) or walk away from the deal with a one-time fee of $20 million. At the time, A-B said it would retain its nearly one-third stake in CBA. The shareholders allege that the purchase price of $16.50 per share is insufficient in light of the company's growth prospects and that deal-protection clauses in the merger agreement preclude other companies from submitting successful competing offers. In addition, shareholders allege that senior management of Craft Brew obtained personal benefits for their own self interests in agreeing to sell the company at that price that are not being shared with common stockholders.

Most of CBA's brands, which include Kona Brewing, Widmer Brothers, Redhook and Appalachian Mountain Brewery, already are distributed through A-B's independent wholesaler network. The companies have a commercial agreement, including distribution and brewing agreements, until 2028.

Craft Brew did not immediately respond to requests for a comment.

To contact the law firm on behalf of shareholders of Craft Brew for more information as to how you can participate with other shareholders in seeking a higher price at no cost or expense can call toll free 800.511.7037 or email at [e-mail]

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[Roland Rick Perry]

Saved by the bell, twice.

Feels like the Castle Brands (ROX) acquisition, but Castle was much more a water torture.

875,000 short. I can't believe they didn't cover after the break? What were they waiting for..

Craft Brew Alliance (BREW) $7.50, Opening 120% Higher. Run or Stay?

http://beveragestartupnews.com/craft-brew-alliance-brew-7-50-opening-120-higher-run-or-stay/

[alchemytrader]

i should clarify, i was FORCED to hold long term. to be honest, i had a sell in GTC for about break even for 12.25.

luckily the news hit after hours and i didnt fill.

i cancelled my order and sold 16.22 for about a $2300 profit. was holding small.

[alchemytrader]

same price as me. no point in holding. theyre doing to buy at 16.50 anyway in 2020.

if it goes back to 10.00 before the buyout i will though. easy money

[ChrisJP]

Sold instantly at the open for $16.22

[ChrisJP]

lol I wasnt gonna hold long term. I was praying for 10.50 just to get back to break even. And I was hoping the financial report would help send the stock higher.

Did not expect to sell at 16+ so quickly.

[alchemytrader]

luckily i wasnt in big, but also did not add below 10.00. oh well. wasnt worried at all since i was gonna hold long term

[ChrisJP]

Thanks ! That was 2 lonnnggggg months, wasnt it ?

https://investorshub.advfn.com/boards/read_msg.aspx?message_id=150962123

[alchemytrader]

Congrats brother!

[ChrisJP]

I was hoping for $12 - $15. But hell yes I'll take $16.50 !!

[ChrisJP]

OMG !!!!!!!

[ncj167]

DAMMMNNN Nice call

[alchemytrader]

This is to all my fellow longs that have been holding for this moment...cheers boyzzz!!

[aussiekevin]

Well that's a nice end to the day!

[alchemytrader]

WEEEEEEEEEEEE!! Thank you! To celebrate, i think i will go to the grocery store and buy some of their beer!

https://craftbrew.com/brands

[TheFinalCD]

congrats if you held, Im glad you made money, no more losers!

time to get back

what was lost!!

Message in reply to:

I bought 12.50 starter today premarket like a half asleep dummy.

[alchemytrader]

https://finance.yahoo.com/news/anheuser-busch-buy-craft-brew-220353309.html?.tsrc=rss

weeeeeeeeeeeeeeee!!!

[pennyman86]

NEW YORK & PORTLAND, Ore.--(BUSINESS WIRE)--Today, Craft Brew Alliance (“CBA”) (Nasdaq: BREW), a Portland-based brewing company that creates world-class craft beers, and Anheuser-Busch (“A-B”) jointly announced an agreement to expand their partnership, with A-B agreeing to purchase the remaining CBA shares it does not already own in a merger transaction for $16.50 per share, in cash.

[pennyman86]

How about now?

[ChrisJP]

Well that didnt last long

[pennyman86]

I believe this is in anticipation of strong earnings, they had a decent Q2, so let's hope for an even better Q3. Earnings are only 4 days away.

[ChrisJP]

So are some of the shorts covering in advance of earnings ?

Or is the good news expected next week ?

[ChrisJP]

Low 7s on low volume selling

[pennyman86]

I was reading about the agreement this morning:

"Nothing changes for Craft Brew. The master distribution agreement with Anheuser-Busch remains in place through 2028, as do the agreements for contract brewing and international distribution, which remain intact through 2026."

I have visited Cisco Brewing early in the spring, and they were extremely busy, can only imagine how well they did this summer.


Way too much potential here, to keep bleeding like this...

[ChrisJP]

Still amazing to me how much of its stock price was the buyout offer. To the point where there are sellers below $8.

[ChrisJP]

Maybe forever. I sold some on the blip up to 8.50. and again didnt think it would fall back to the low 8s again.

[alchemytrader]

Were pretty much stuck for awhile.

[ChrisJP]

wow news and pretty much no volume.

[ChrisJP]

I know I'm gonna regret it but I nibbled on some down here.

[alchemytrader]

ill add if we get their. have a kona beer and be patient my friend

[ChrisJP]

Yeah but from what low price ? the 6s or 7s ?

[alchemytrader]

somebody will come rescue us someday.

[ChrisJP]

Again, just amazing how much of this stock price was being held up by the buyout offer.

[ChrisJP]

Maybe their hiring of Grant Thornton is a sign BREW is interested in "strategic" alternatives ?

[ChrisJP]

Just amazing how much of the $17 stock price was wishful thinking.

[ChrisJP]

Yup, it doesnt happen to me often. I thought as a "property" BREW would be trading at a higher price instead the low 9s.

Maybe they'll sell off a brand or get another - more reasonably priced ($15 ?) buyout offer.

[alchemytrader]

Looks like we're both bagging now

[ChrisJP]

Well its very hard to believe that the only thing keeping this stock above $10 was the possibility of a $23 buyout offer.

[ChrisJP]

Looks like they issued their guidance at 9am. No one seems interested.

[ChrisJP]

Well I guess in less than 2 hours we'll find out if I'm a genius or an idiot.

Usually these situations dont work out for me. But I cant help trying.

[ChrisJP]

Nice to see some support nibbling.

[alchemytrader]

12.50 here. If you jumped the gun I hopped on the cannon... Lol

[ChrisJP]

Thanks. I'm in @ 10.40 and 10.10. Obviously I jumped the gun a little.

I guess I thought the $20M windfall was worth more to the stock price.

[pennyman86]

I think BREW still has some good stuff going on, buyout would have been great, but as it finds its bottom, might be a good time to jump in.

[ChrisJP]

Well if yesterday was throw in the towel day, today is slowly drift lower day.

hard to believe how much of its value was based on its buyout offer.

[ChrisJP]

Jeeez. But maybe today is throw in the towel day.

[ChrisJP]

Well there's always the chance to average down on Monday. I'd like to think with the stock price at $10 another beverage company might be interested in it for far less than $23/share - like even $15/share maybe ?

[alchemytrader]

I bought 12.50 starter today premarket like a half asleep dummy.

[ChrisJP]

Remember the good old days when $20M in pure profit was a lot of money ?

[pennyman86]

Under the terms of the existing commercial agreements between Anheuser-Busch Companies, LLC (“ABC”) or affiliates thereof and Craft Brewers Alliance, Inc. (“CBA”), ABC is required to pay $20,000,000 to CBA on August 23, 2019 if it or an affiliate does not make a “qualifying offer” to CBA by that date. A “qualifying offer” is an offer to purchase all of the outstanding equity securities of CBA for at least $24.50 per share and (subject to exceptions described in the agreements) must include other customary terms and conditions.
ABC has determined that it will not make a “qualifying offer” for the securities of CBA, and on August 22, 2019 informed representatives of CBA of its determination. ABC will make the required $20,000,000 payment to CBA on August 23, 2019.
From time to time ABC evaluates its investment in and arrangements with CBA. As a result, ABC may develop proposals or plans relating to CBA or its arrangements with CBA. In addition, ABC may discuss such plans or proposals with third parties. These plans or proposals may involve amendments to the agreements between ABC (or its affiliates) and CBA or entry into new agreements between ABC (or its affiliates) and CBA and/or third parties; agreements between ABC (or its affiliates), CBA and third parties; investments, acquisitions, divestitures, licenses or other transactions by, with or from CBA; sales or purchases of the securities or tangible or intangible assets of CBA; merger, reorganization, liquidation, consolidation or other change of control transactions involving CBA; changes in the operations or management of CBA; and other changes in CBA’s business or corporate structure.