Why Asahi Isn’t Buying Foster’s

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With SABMiller PLC taking the gloves off in a $10 billion hostile offer to buy Australia’s Foster’s Group Ltd., it’s tempting to imagine what might have been for Japan’s Asahi Group Holdings Ltd.

On Thursday, Asahi sealed its own biggest-ever deal to buy New Zealand’s Independent Liquor –- for little more than 1/10 of that price.

Back in the 1990s, Asahi had a stake of nearly 20% in Foster’s. With a stake that size, the Japanese company could have been kingmaker in the battle for the latest object of the global brewing business’s desire. Or even launched its own offer.

But frustrated by Foster’s inability to make its targets, not to mention a lack of dividend payments, Asahi sold out of the Australian company in 1997. And in an indirect way, it’s the hangover from that Foster’s deal, first struck in 1990, that shaped Asahi’s future: The company must keep growing overseas to compensate for Japan’s sluggish domestic market — just don’t expect it to risk any mega-deals.

Asahi’s success story with the advent of mega-hit “Super Dry” in 1987 is well-known in Japan, as are ads of international go-getters and corporate achievers downing the brew. But that came after a sales slump in the mid-1980s, when its market share fell to less than 10% at one point. It’s been a long and expensive haul for Asahi to get back into a position where it can challenge local arch-rival Kirin Holdings Inc. for the No. 1 beer-sales spot in Japan’s cut-throat market, with Suntory Holdings Inc. also breathing down its neck.

While Asahi saw the need for investment in overseas operations like Foster’s early enough, with its finances strained by the need to ramp up at home, it couldn’t afford to wait for the returns to start rolling in overseas. Ditto unsuccessful 1990s efforts to profits on China’s red-hot economy.

More than a decade later, Asahi’s position in Japan, and its financial health, is much fortified. But that focus has left it trailing rivals in international sales, something it must address as Japan’s population ages and shrinks. Back to the overseas acquisitions trail, then, but with a difference from giants like SABMiller: It’s not that Asahi doesn’t have money to burn -– it has war chest of $10 billion available for M&A in the period up to fiscal year 2015 -– it’s just that it’s not about to splurge the lot on one big-ticket deal.

Since 2009, Asahi has quietly spent about $2.5 billion buying companies, and Independent Liquor takes its spending so far this year to more than $1.8 billion. These smaller, bolt-on acquisitions are designed to catapult it into the top 10 in the global food and beverages sector by 2015. It is now ranked 13th.

Whether the low-key approach will pay off in the end remains to be seen. Asahi still has a long way to go to bring its overseas sales to 20%-30% of its targeted sales of $26 billion-$32 billion by 2015: In 2010, Asahi’s overseas sales made up a mere 6.6% of overall sales, while Kirin’s overseas sales ratio was 23%.

But Asahi needs to accelerate wherever it can. As the pace of consolidation in the industry heats up, it won’t have escaped the attention of some that at about $10 billion, Asahi’s current market value is about equal to the latest SABMiller offer for Foster’s.