Carlsberg A/S — M&A Activity 2013

Mar 4, 2013

The Carlsberg Group today announced a further important step in the execution
of the Group’s strategy in China through the launch of a partial take-over
offer for up to 30.29% of the shares in Chongqing Brewery Company Co. Ltd (CBC)
at RMB 20 per share.

The Carlsberg Group is today the largest shareholder in CBC with a current
shareholding of 29.7%. Upon the successful completion of the partial take-over
offer, Carlsberg will have control over CBC and potentially up to 60% of the
shares in CBC.

The second largest shareholder in CBC, Chongqing Beer (Group) Co. Ltd., has,
through a separate agreement with Carlsberg, committed to tender its shares as
part of the tender offer process at the proposed price, with the aim of
disposing of its remaining 20% stake in CBC. If the partial take-over offer is
over-subscribed Carlsberg has agreed to purchase any shares Chongqing Beer
(Group) Co. Ltd. owns after the completion of the PTO.

The transaction will enable Carlsberg, as the controlling shareholder of CBC,
to directly manage the company, drive greater synergies and leverage the
expanded production footprint across several new provinces in China.

Carlsberg will look to strengthen CBC’s position in the market and build it
into a world class brewer through the implementation of best practice systems
and processes across the key areas of production and procurement, sales and
marketing as well as finance.

At RMB 20 per share, the total purchase price for the additional 30.29% stake
in CBC will be around RMB 2.9bn (approximately DKK 2.65bn).

The transaction will be EPS accretive in the first year after completion and
the purchase price corresponds to an EV/EBITDA of approximately 15.7x based on
expected profits in the first year after completion of the transaction. The
transaction will be financed through existing facilities and may take up to 12
months to complete assuming the usual regulatory approval process.

Commenting on this announcement, Jørgen Buhl Rasmussen, Carlsberg’s President
and CEO, says: “Our Asian business is very important for our long-term growth
strategy and we are very pleased that we now can take this important step
forward in China. We have had a very good relationship with CBC and its main
shareholder since 2008 and we believe that through closer co-operation with
Carlsberg, the performance of this large-scale beer business will be
significantly enhanced. We believe that through our commitment to develop CBC’s
strong local brands, Shancheng and Chongqing, together with our successful
track record of implementing best practices and processes, we will strengthen
the business significantly, both operationally and financially.”

Contacts
Investor Relations: Peter Kondrup +45 3327 1221
Iben Steiness +45 3327 1232
Media Relations: Jens Bekke +45 3327 1412 Ben Morton +45 3327
1417