Carlsberg signs deal to acquire remaining shares in Carlsberg South Asia Pte. Ltd.

KATHMANDU: Carlsberg has signed an agreement to acquire the remaining 33.33% shareholding in Carlsberg South  Asia Pte. Ltd. (CSAPL) from our partner, CSAPL (Singapore) Holdings Pte. Ltd. 

CSAPL is the holding company for Carlsberg India Pte Ltd (CIPL) (100%) and the business in Nepal,  through its shareholding in Gorkha Brewery Private Limited (GBPL) (currently 90%). In addition, as part of this transaction, CSAPL has entered into an agreement to acquire a further 9.94% of the shares in GBPL (the acquisition by Carlsberg of the remaining shares in CSAPL, and the acquisition by CSAPL of a  further 9.94% of shares in GBPL, being the Proposed Transactions).  

Following completion of the Proposed Transactions, Carlsberg will own 100% of the existing business in  India and, through CSAPL’s shareholding in GBPL, 99.94% of the existing business in Nepal. The total purchase price for the Proposed Transactions amounts to USD 744m (subject to adjustments pursuant to  the transaction documents). Of the USD 744m, USD 207m will be retained by Carlsberg and will be  released dependent on potential claims under the SPA (likely after 3-5 years). 

The Proposed Transactions are expected to be completed in Q4 2024, subject to the satisfaction of  certain conditions to completion. Such conditions include, but are not limited to, deal specific conditions  as well as the requirement to obtain certain governmental approvals in respect of the Proposed  Transactions in Nepal. The Proposed Transactions are not conditional on any approval from any anti trust authority other than the approval of the Competition Commission of India which has already been  obtained. 

The acquisition of the remaining shareholding in CSAPL will have no impact on the consolidation of  CSAPL and CIPL in the Group accounts, having been fully consolidated historically. The Nepalese  business, held through CSAPL’s shareholding in GBPL, is currently, due to lack of control, accounted for  as an associated company in the Group’s accounts, but will be fully consolidated following completion of  the acquisition by CSAPL of an additional 9.94% of the shares in GBPL. 

Group CEO Jacob Aarup-Andersen says:  

“We’re pleased that we’ve been able to reach an amicable agreement with our partner and achieve full  control of two important Asian businesses. Growing in India is a key priority in our Accelerate SAIL  strategy, and we can now accelerate investments to capture the long-term growth opportunities in this  exciting beer market.”