For Asia Beer Deal, Heineken Needs to Drink Rivals 'Under the Table'

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Updated to reflect size of Thai Bev bid

NEW YORK (TheStreet) -- After bidding $4.1 billion for an Asian brewery in a push to buy up emerging market beer brands, Heineken has a bidding war on its hands. In fact, in a fast-consolidating beer industry, the world's third leading brewer may need to drink rivals for emerging market assets under the table, potentially at a steep price.

Heineken is the latest beer giant to join a high stakes pub crawl for assets in fast-growing emerging markets as drinkers in North America and Western Europe cut back on the suds.

On Tuesday, though, Heineken's July bid to buy the remaining shares of Singapore-based Asia Pacific Brewers, the maker of Tiger Beer, was downed. For a much smaller stake in APB, asian drinks conglomerate Thai Beverage topped Heineken's bid by 10%. The Amsterdam-based brewer's next move is a crucial: Heineken already owns a 42% stake in Asia Pacific Brewers, a stake that dates back to 1931.

With full control of APB, Heineken would join beer giants like Anheuser-Busch InBev , Molson Coors and SABMiller in cutting multi-billion dollar deals for brewers in emerging markets like Asia, Latin America and Eastern Europe.

The beer sector merger wave also comes at a time when Euromonitor estimates that beer consumption in North America and Western Europe will stall in coming years.

Acquiring new beer brands in the emerging markets may also be a key to growth for beer conglomerates. For instance, at the end of July, Anheuser-Busch InBev reported an unexpected drop in beer volume in the U.S. and Europe, a trend that can be expected to show up in the results of its peers.

When Heineken first bid on APB on July 20, the brewer highlighted brands like Tiger as crucial to a push into markets with strong growth prospects.

''If agreed, the offer will strengthen Heineken's platform for growth in some of the world's most exciting and dynamic economies with fast-growing populations,'' said Heineken. The move would also give Amsterdam-based Heineken direct access to a number of important markets, including Cambodia, China, Indonesia, Malaysia, New Zealand, Papua New Guinea, Singapore, Thailand and Vietnam.

Asia Pacific Breweries operates 30 breweries across Asia, and in addition to Tiger Beer, owns regional brands like Bintang lager.

Heineken, which accounts for just under 10% of the global beer market, has a smaller emerging markets presence than peers AB Inbev and SABMiller.Bloomberg Industries analysts noted in July that were Heineken to eventually succeed in its pursuit for APB, it would leapfrog SABMiller as the world's second largest brewer.

In its July bid, Heineken quickly topped an initial bid for ABP shares from Thai Beverage in both size and price.

Both brewers are bidding APB shares owned by Singapore-based food & beverage, property and publishing conglomerate Fraser & Neave; however Heineken is seeking full control, while Thai Bev is bidding on a minority stake.

Meanwhile, F&N is reportedly looking at divesting its brewing assets and then selling out its non-alcoholic drink brands to soda giants like Coca-Cola .

As drinks giants parse over F&N's assets, including its stake in APB, Heineken's hand could be forced.

"The strategic/regional ambitions of Thai Beverage and perhaps more so Kirin, as well as the apparent historic reluctance of F&N to exit APB, suggest a deal may prove difficult to complete," wrote Berenberg Bank analyst Phillip Morrisey in a note to clients reacting to Heineken's initial July 20 offer.

Heineken's offer is "a very full price in our view and may still need to go higher," added Jefferies analyst Dirk van Vlaanderen, at the time of the initial bid.

A full blown bidding war would underscore the thirst for scarce growth assets in emerging markets among beer giants. Still, a successful bid could be positive for Heineken as it takes on ABInBev and SABMiller.

"Strategically we like the deal given the dynamic growth credentials of the Asia Pacific region and that Heineken knows the business well after 80+ years of collaboration," added Van Vlaanderen in a July 20 note.

"While this is certainly at the expensive end of recent brewing acquisitions, APB is a high-growth company and is of significant strategic importance for Heineken," wrote Davy Research analysts in late July.

Other recent deals reflect the importance of emerging markets to global brewers. In June, Anheuser-Busch InBev paid $20.1 billion for its remaining stake in Grupo Modelo, the maker of Corona beer, in a move that further pushes the beer giant into fast growing Central American markets.

Earlier in 2012, Anheuser-Busch InBev bought Cerveceria Nacional Dominicana, the maker of Presidente beer and the largest brewer in the Dominican Republic for $1.24 billion, boosting its beer brands in the region.

After both acquisitions, Anheuser-Busch InBev will own Corona, Pacifico, Brahma, Presidente, Quilmes, and Modelo branded beers in Latin America, putting it in stiff regional competition with Heineken, which owns Dos Equis, Tecate and Sol beers.

Meanwhile, to combat declining sales in key U.S. and Canadian beer markets Molson Coors recently acquired Czech Republic-based StarBev, the brewer of Staropramen beer, in a $3.5 billion deal that will push the company into heavy-drinking eastern European emerging economies.

In late 2011, SABMiller , the world's second-biggest brewer by volume, bought Australia's Fosters Group for about $10.5 billion.

For more on investing in beer and alcohol, see the top 5 beverage stocks. See 5 deal ready stocks loved by hedge funds for more on potential M&A targets.

For a breakdown by Euromonitor of beer growth markets, see the fastest-growing drunk nations.

-- Written by Antoine Gara in New York

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