DEAL OF THE WEEK – COORS

Slaughters guides Coors through Carling auction

Slaughter and May has advised US brewer Coors on the £1.2bn acquisition of Carling Brewers from Interbrew.
The deal is Slaughters' first for the new client and Coors' largest ever acquisition.
Coors instructed Slaughters to advise it through the hotly contested Interbrew auction following recommendations from its US corporate adviser, Slaughters' best friend Davis Polk & Wardwell, and from Morgan Stanley, Coors' financial adviser on the process.
Slaughters was first approached by the brewer a year ago when Trade and Industry Secretary Stephen Byers ordered Interbrew to sell Bass Brewers. Coors began to look at the possibility of buying the asset and also sought general advice about the regulatory environment from Slaughters competition partner Philippe Chappatte.
But the prospect of any sale was dramatically put on hold when Interbrew, advised by Simmons & Simmons, won a High Court appeal against Byers' decision. The deal was sent back to the Office of Fair Trading, leading to the announcement in September last year that Interbrew must sell the Carling portion of Bass. Coors once again approached Slaughters.
The auction process began on 1 November 2001, with Simmons corporate partner Charles Fuller leading Interbrew's legal team. Slaughters corporate partner Padraig Cronin led on Coors' winning bid, which was agreed in the early hours of Christmas Eve. Partner Christopher Saul was also involved.
Subject to UK regulatory approval, the deal gives Coors around 18 per cent of the UK market.
Cronin said he hopes the new client relationship will continue, although the brewer's M&A activity will probably be limited in the current market. “There are few major opportunities left in brewing generally, not just in the UK. Things like Carling don't come up for sale that often,” he added.
Coors previously had a minimal UK presence, so brought its own functional heads over to the UK from Colorado to work on the bid. Cronin's main point of contact was deputy general counsel Ian Bird. In the US, Kirkland & Ellis is advising Coors on the financing of the deal, with around $200m (£140m) in cash and a combination of bank and public debt.
Among the other players tipped to take Carling were Heineken, Canadian brewer Molson, British private equity firm Apax Partners and a consortium made up of Cinven and CVC Capital Partners. “In an auction, you have to give the same amount of scrutiny, even though it could all be for nothing,” said Cronin.
The deal concludes Interbrew's wrangle with the competition authorities following its purchase of Bass in 2000, when Fuller also advised. A Simmons team of some 20 fee-earners led by Colin Leaver was finalising the highly complex restructuring of Interbrew as the auction process got underway.