HEINEKEN’s acquisition of Punch Taverns Plc shares by Vine Acquisitions Limited

HEINEKEN N.V. announced on 15 December 2016 that Vine Acquisitions Limited had announced (‘Offer Announcement’) a recommended cash offer for Punch Taverns plc, and that HEINEKEN through HEINEKEN UK had agreed a back-to-back deal with Vine Acquisitions Limited to acquire Punch Securitisation A, comprising approximately 1,900 pubs across the UK.

Vine Acquisitions Limited announced today that it has acquired an aggregate of 63,310,488 ordinary shares in the capital of Punch at 180 pence per share, representing in aggregate approximately 28.5 per cent of the existing issued ordinary share capital of Punch on 3 February 2017. The offer values Punch at approximately £403 million.

As described in the Offer Announcement, each of Glenview, Avenue Capital and Warwick Capital Partners, and the Punch directors who hold or are beneficially entitled to Punch shares, entered into irrevocable undertakings with Vine Acquisitions Limited in respect of their entire holdings of Punch shares immediately prior to the Offer Announcement. The irrevocable undertakings represent approximately 52.3 per cent of the existing ordinary share capital of Punch.

The transaction is subject to shareholder and competition authority approval and, if approved, it is expected the transaction will complete in summer 2017.

Punch is a leading operator of pubs in the UK, with the second largest pub estate by number of pubs. Heineken is one of the UK’s leading cider and beer producers and operates the “Star Pubs & Bars” business with a UK-wide estate of 1,049 pubs. Patron Capital is a European fund management group which has invested approximately €2.4 billion of capital across several funds and related co-investments.

Slaughter and May has advised Punch Taverns plc onthe deal with a Corporate team led by David Johnson (partner, in picture) and Murray Cox (partner), alongside Archi Campbell (associate), Georgie Smith (associate); a Financing team led by Oliver Storey (partner), Thomas Jemmett (associate) and Steve Dempsey (associate); on Anti-trust/regulatory aspects acted Bertrand Louveaux (partner), Tim Blanchard (associate), Murray Reeve (associate); on Share Schemes matters acted Jonathan Fenn (partner), Katie Lewis (associate); on Pensions and Employment aspects acted Sandeep Maudgil (partner), Chris Widdison (associate), David Rintoul (associate); and on Tax matters acted Sara Luder (partner) and Rose Swaffield (associate).

Involved fees earner: David Johnson – Slaughter and May; Murray Cox – Slaughter and May; Archi Campbell – Slaughter and May; Oliver Storey – Slaughter and May; Thomas Jemmett – Slaughter and May; Steve Dempsey – Slaughter and May; Bertrand Louveaux – Slaughter and May; Murray Reeve – Slaughter and May; Jonathan Fenn – Slaughter and May; Sandeep Maudgil – Slaughter and May; Chris Widdison – Slaughter and May; Katie Lewis – Slaughter and May; David Rintoul – Slaughter and May; Sara Luder – Slaughter and May; Rose Swaffield – Slaughter and May;

Law Firms: Slaughter and May;

Clients: Punch Taverns PLC;