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.
