NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
HEINEKEN N.V. ANNUAL REPORT 20( 8
6. Acquisitions and disposals of subsidiaries and minority interests
Scottish Newcastle acquisition
On 28 April 2008, Scottish Newcastle pic ('S&N') was acquired by Sunrise Acquisition Ltd ('Sunrise'). The
consortium agreement between Heineken and Carlsberg A/S regulates the allocation of the consideration,
brands, businesses and separation steps to be completed after the acquisition. Based on the consortium
agreement, Heineken has acquired 100 per cent of the voting rights of the S&N businesses in the United
Kingdom, Finland, Portugal, United States and Ireland and 99.65 per cent of the voting rights in Belgium.
Through the S&N acquisition, Heineken acquired 37.5 per cent of the voting rights in United Breweries Ltd.
(India, included as joint venture). Furthermore, two Special Purpose Entities (SPEs) were acquired. These SPEs
relate to a pub estate partnership and a logistic partnership in the UK. The consideration paid amounted to
€2.7 billion with a net cash outflow of €2.8 billion.
Effect of S&N acquisition
The S&N acquisition had the following effect on Heineken's assets and liabilities on acquisition date:
In millions of EUR
Note
Pre-
acquisition Fair
carrying value
amounts adjustments
Recognised
values on
acquisition
date*
Property, plant equipment
14
1,705
(198)
1,507
Intangible assets
15
514
1,025
1,539
Investments in associates and joint ventures
357
46
403
Other investments
434
(19)
415
Advances to customers
105
105
Deferred tax assets
18
2
25
27
Inventories
262
4
266
Trade and other receivables, prepayments and accrued income
971
(27)
944
Cash and cash equivalents
178
178
Loans and borrowings
24
(2,085)
106
(1,979)
Employee benefits
(42)
(183)
(225)
Deferred tax liabilities
18
(296)
(185)
(481)
Provisions
28
(251)
(5)
(256)
Bank overdrafts
(287)
-
(287)
Current liabilities
(3,089)
10
(3,079)
Net identifiable assets and liabilities
Goodwill on acquisition
15
(1,522)
599
(923)
3,651
Consideration paid
Net bank overdrafts acquired
2,728
(109)
Net cash outflow
2,837
Beamish Crawford is consolidated as per 3 October 2008, the date at which Heineken gained control.
All fair value adjustments up until 31 December 2008 have been incorporated in the recognised values
on acquisition date.
On 3 October 2008 Heineken received unconditional approval from the Irish Competition Authority. Until that
date Beamish and Crawford was classified as an available-for-sale investment with fair value changes in equity
(other investments).
The S&N shareholdings in India are classified as joint ventures although legal proceedings have been filed by
the joint venture partner of Heineken in United Breweries Limited as further explained in note 16.
