10/1/1997 8:15 

Carlsberg A/S has entered into an agreement with Oy Rettig Ab in Finland under which Carlsberg will acquire additionally 50 per cent of the shares in Oy Sinebrychoff Ab. Hence Carlsberg will take over the controlling interest in Sinebrychoff, accounting for 60 per cent of the share capital. At the same time, it has been agreed that Carlsberg is to transfer its 50 per cent shareholding in Falcon Holding AB to Sinebrychoff, which holds the remaining 50 per cent shareholding in the company. As a result, Sinebrychoff will become the owner of 100 per cent of the share capital of Falcon Holding. Sinebrychoff also has a 66.7 per cent stake in the brewery Ao Vena in St. Petersburg, Russia.

Furthermore, various put and call options relating to Oy Rettigís remaining 40 per cent shareholding in Sinebrychoff have been agreed between the parties.

Oy Sinebrychoff Ab is the oldest brewing group in the Nordic countries, today engaged in the production and sale of beer and soft drinks in Finland and Russia. With annual sales of approximately 1.5 million hectolitres, Sinebrychoff has a market share of 36 per cent in the Finnish beer market. In 1996, the turnover of the company amounted to DKK 1.4 billion, with an operating profit of DKK 93.5 million, including brewing operations in Russia. Sinebrychoff has a strong portfolio of brands headed by Koff and Karhu and the brewery is, moreover, responsible for the local production of the Carlsberg brand. Sinebrychoff has a workforce of about 770 employees in Finland with production at two modern breweries, in Kereva and Pori.

In addition to brewing operations, Oy Rettig Ab is mainly engaged in the radiator industry and the production of alcoholic and non-alcoholic beverages.

With annual sales of about 1.1 million hectolitres of beer, Falcon Holding AB has a market share of more than 20 per cent in Sweden. Since spring 1997, Falcon has been involved in a distribution co-operation with Coca-Cola Drycker Sverige AB, a subsidiary of Coca-Cola Nordic Beverages. In 1995, Carlsberg and Sinebrychoff each acquired a 30 per cent stake in Falcon Holding AB and subsequently in 1996 an additional 20 per cent stake each.

Ao Vena in St. Petersburg was taken over by Sinebrychoff in 1993 and has since been partly modernised, increasing capacity and sales in an area with considerable growth potential.

The agreement between the parties which is subject to regulatory approval is expected to take effect during the first half of 1998.

Mr. Michael C. Iuul, Managing Director and CEO, Carlsberg International A/S, comments on the acquisition of shares in Oy Sinebrychoff Ab:

"We are very pleased that we shall now be able to extend the co-operation with our Finnish partner throughout many years, the Rettig Group. This agreement will enable Carlsberg to attain a goal we have had for many years to expand our position in the Nordic beer market. Furthermore, the Vena brewery in St. Petersburg will form a bridgehead in the interesting Russian market where we have successfully built up a considerable export business for our two core brands, Carlsberg and Tuborg, over the years. Also, I am pleased that we have acquired the controlling interest in a company which has a visionary management and a staff of competent employees."

Mr. Finn Berg, Excutive Vice-President, Oy Rettig Ab, comments on the sale of shares in Oy Sinebrychoff Ab:

"In the period Rettig has held the controlling interest in Sinebrychoff, considerable changes have taken place in the company, which has also become active in such areas as St. Petersburg and the Baltic States. Since Sinebrychoffís acquisition of Ao Vena in St. Petersburg, this brewery has witnessed a very positive development, which will be further sustained by the investments planned for the years ahead. We are convinced that the excellent co-operation between Carlsberg and Rettig will continue within the framework of the new ownership structure, consolidating Sinebrychoffís position as a leading brewery in Finland, St. Petersburg and the Baltic States."

In 1996, the beer markets in Finland, Sweden and Russia amounted to 4.1, 5.2 and 23.6 million hectolitres, equivalent to a per capita beer consumption of 81, 59 and 16 litres, respectively.