Kirin Holdings Co., the Japanese brewer seeking control of Schincariol Participacoes e Representacoes, is offering at least 2 billion reais ($1.08 billion) to buy out minority investors in the Brazilian beer maker, said a person with knowledge of the process.
The plan is to offer minority shareholders a per-share price that’s close to what Kirin agreed to pay majority holders Adriano and Alexandre Schincariol, the sons of the founder, said the person, who declined to be identified as talks are private. Kirin agreed last month to pay 3.95 billion reais for Aleadri- Schinni Participacoes e Representacoes SA, which owns 50.45 percent of the brewer.
An agreement may help resolve the court dispute holding up the deal, which would give Kirin a foothold in Latin America’s largest beer market with brands such as Nova Schin and Devassa. Jose Augusto Schincariol, Daniela Schincariol and Gilberto Schincariol Junior, who own the rest of the Brazilian beer maker, had sued to block Kirin’s purchase, saying they have the right of first refusal on Aleadri-Schinni’s holdings.
Kirin, based in Tokyo, is assuming half Schincariol’s 1.1 billion reais in debt as part of the transaction. The brewer is still negotiating with minority and majority shareholders over who will assume Schincariol’s labor, legal and tax liabilities, which stood at 2.1 billion reais at the end of 2010.
Kirin hired UBS AG for the deal with the minority shareholders, two people familiar with the process said. Citigroup Inc. advised Kirin for the controlling stake.
Brazil’s Supreme Court of Justice is scheduled to deliver a decision on the matter Oct. 11.
Kan Yamamoto, a spokesman for Kirin, declined to comment. Teixeira Martins, a law firm that represents Schincariol minority shareholders, declined to comment. Mattos Filho Veiga Filho Marrey Junior e Quiroga Advogados, a law firm that represents Schincariol’s majority shareholders, declined to comment. UBS and Citigroup declined to comment.
Kirin, Japan’s second-largest brewer by volume, has made or proposed at least five acquisitions in 2011. The Schincariol purchase is the second-largest in the beer industry this year, trailing only SabMiller Plc’s A$9.9 billion ($9.64 billion) offer for Foster’s Group Ltd.