Kirin Holdings Co. Ltd. · TSE:2503

Kirin — Merger or Acquisition (February 2009)

16 slides from Kirin's merger presentation, Feb 20, 2009

  1. Slide 1: Strategic Alliance with San Miguel Brewery, Inc

    Strategic Alliance with San Miguel Brewery, Inc February 20, 2009 Kirin Holdings Company, Limited

  2. Slide 2: Contents

    Contents  Transaction overview  Strategic rationale  Profile of SMB Impact on consolidated financial performance of Kirin Holdings  Appendix Note: Amounts in this material are calculated on the basis of 1 Philippine peso = JPY1.9 (as of February 18, 2009) 1

  3. Slide 3: Transaction overview

    Transaction overview Kirin Holdings Company, Limited (“KH”) decided to newly acquire a shareholding in San Miguel Brewery, Inc. (“SMB”) while San Miguel Corporation (“SMC”), which established SMB as its domestic beer company and in which KH has a 19.91% shareholding, made its fully fledged entry int

  4. Slide 4: Transaction overview (continued)

    Transaction overview (continued) Contract outline Structure KH will acquire 43.249% of SMB from SMC through a privately negotiated transaction Acquisition price per share: 8.841 pesos; total acquisition amount: approx. 58.93 billion pesos Consideration (approx. ¥112.0 billion) SMB corporate value: 1

  5. Slide 5: Strategic rationale

    Strategic rationale Objectives of the transaction  Strengthen alcohol beverages operations in Asia Increase presence in Asia  Pursue strategy of becoming a comprehensive beverages maker in Asia and Oceania and Oceania  Activate further growth through engagement in high margin business in Asia Oce

  6. Slide 6: Kirin Group strategy in Asia and Oceania

    Kirin Group strategy in Asia and Oceania  Pursue unique business model that combines alcohol and soft drinks Net sales (excl. alcohol tax) composition operations and aim to maximize synergies 2015 target: approx. 30%  Advance business expansion in East Asia economic sphere and Oceania  Pursue all

  7. Slide 7: Overview of SMB

    Overview of SMB Name San Miguel Brewery, Inc. Head office Manila, Philippines Chairman Ramon S. Ang 2008年簡易業績発表内容を記載? Net assets: approx.15.3 bn pesos (approx.¥29.1 bn) Capital1 ⇒野村コメント:業績のみ2008年度の数値 Total assets: approx. 22.6 bn pesos (approx.¥42.9 bn) を記載し、フットノートで説明しています。 Net sales: approx. 48.8 b

  8. Slide 8: Overview of SMB (continued)

    Overview of SMB (continued) Core SMB brands: Strong brand lineup accounting for a 95% share in the Philippine market Low-priced product Colt 45 2.9% Beer na Beer RED HORSE GOLD EAGLE 2.0% Other Gold 0.3% A low-priced brand targeting A pleasant, easy to Eagle the youth segment. Higher drink low-price

  9. Slide 9: Overview of SMB (continued)

    Overview of SMB (continued)  SMB manufacturing facilities (5 factories)  6 operating areas for all SMB companies: Greater Manila (north), Greater Manila (south), Central North Luzon, South Luzon, Visayas and Mindanao  Manufacturing facilities established close to consumer markets to preserve prod

  10. Slide 10: Impact on Kirin consolidated financial results

    Impact on Kirin consolidated financial results  Goodwill  Amount corresponding to KH’s equity holding (Goodwill related to the transaction Impact on assuming 49% ownership): approx. 59.3 bn peso profits ⇒ If amortized over 20 years, annual impact on KH’s net profit to be approx. 2.9 bn pesos (appr

  11. Slide 11: Appendix

    BULLER BE KIRIN 10

  12. Slide 12: Overview of SMC

    Overview of SMC Name San Miguel Corporation, “SMC” Head office Manila, Philippines CEO Eduardo M. Cojuangco, Jr. Net assets: Approx. 146.1 bn peso (About ¥277.6 bn) Capital1 Total assets: Approx. 288.1 bn peso (About ¥547.4 bn) Net sales: Approx. 154.9 bn peso (About ¥294.3 bn) Results1 Operating in

  13. Slide 13: San Miguel results overview (For reference: 2008 financial results)

    San Miguel results overview (For reference: 2008 financial results) Reference: FY 2008 Jan. to Sep. net sales and operating income Results overview (Figures adapted for KH) performance by major SMC group companies Net sales increased in all major group companies, resulting in a 15% YoY increase on a

  14. Slide 14: Overview of the Philippine market

    Overview of the Philippine market Philippine economic environment  Steady growth in nominal per-capita GDP (US $) (2004 to 2008 CAGR was 14.6%) 2,000 CAGR 14.6% 1,800  The younger age-group (current and prospective beer 1,600 consumer targets) comprises a large proportion of overall 1,400 populati

  15. Slide 15: SMC overseas beer operations

    SMC overseas beer operations San Miguel Baoding Brewery (production base) San Miguel Guangdong Brewery (production base) Guangzhou San Miguel Brewery San Miguel Brewery Hong Kong* (production base; currently inactive) San Miguel Beer Thailand San Miguel Brewery Viet Nam (production base) P.T.Delta D

  16. Slide 16: This material is intended for informational purposes only

    This material is intended for informational purposes only and is not a solicitation or offer to buy or sell securities or related financial instruments. 15

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