April 5th, 2022
Company name: Shares listed: Securities code: Representative: Inquiries:
Suntory Beverage & Food Limited
Prime Section, Tokyo Stock Exchange 2587
Kazuhiro Saito, Chief Executive Officer
Finance Department, Corporate Strategy Division TEL: +81-3-5579-1837 (from overseas)
Notice Concerning Transfer of Consolidated Subsidiary's Shares
Suntory Beverage & Food Limited (SBF) hereby announces that Suntory Beverage & Food Asia Pte. Ltd. (SBFA), its subsidiary, has come to an agreement with Africa FMCG Distribution Ltd. (AFDL) to transfer all the shares in Suntory Beverage & Food Nigeria Limited (SBFN), which operates production and sales of non-alcoholic beverages in Nigeria, and the loan receivables held by SBFA against SBFN (collectively, Transfer), to AFDL.
In addition, SBFA has agreed with AFDL on a license agreement for the exclusive right to manufacture and distribute SBF brands, Lucozade and Ribena, in Nigeria. SBFA will support the growth of the brands as the brand owner.
1. Reasons for the Transfer, etc.
As a result of our continuous and comprehensive portfolio review, SBF has been considering how to further grow our Nigerian business and now has decided that this is best achieved under new ownership, who could maximize the growth potential of the business. Therefore, we have come to an agreement to transfer all the shares in SBFN to AFDL.
2. Overview of Transferring Subsidiary
(1) Name | Suntory Beverage & Food Nigeria Limited |
(2) Location | 9 Joel Ogunnaike Street, GRA Ikeja, Lagos Nigeria |
(3) Businesses | Manufacturing, bottling, marketing, distributing and selling non-alcoholic beverages in Nigeria |
(4) Major Shareholder & Holding Ratio | SBFA (99.9%) CPL Exports Pte. Ltd. (Subsidiary of SBFA) (0.1%) |
3. Overview of AFDL
(1) Name | Africa FMCG Distribution Ltd. |
(2) Location | 3rd Floor Rogers House, No. 5 President John Kennedy Street, Port Louis, Mauritius |
(3) Representative | Sherring Thekekkara, Managing Director |
(4) Businesses | Investment in various group trade companies in United Arab Emirates and Nigeria |
4. Transfer Price and Status of Share Ownership after the Transfer
(1) Transfer Price | Approx. 1.5 billion yen *Total of transfer of shares (approx. 0.8 billion yen) and transfer of loans |
(2) Number of Shares | 0 shares (Proportion of voting rights held: 0%) |
held after the Transfer
5. Schedule
(1) Date of Board of Directors Resolution | March 30, 2022 |
(2) Date of Definitive Agreement | April 5, 2022 |
(3) Transfer Date | First half of 2022 |
6. Other
The transfer is subject to conditions including regulatory approvals from the agencies of antitrust in Nigeria. The transfer is expected to have minor impacts on the consolidated business results of SBF. In the event that any matters requiring disclosure arise, SBF will disclose information about such matters promptly.
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Suntory Beverage & Food Limited published this content on 05 April 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 05 April 2022 06:57:07 UTC.