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Heineken NV cleared the biggest hurdle in its fight to take control of Asia Pacific Breweries as billionaire Charoen Sirivadhanabhakdi’s Thai Beverage PcL pledged to support the offer.

Thai Bev and TCC Assets will back Heineken’s $5.6 billion bid for Fraser & Neave’s 40% stake in the business at a shareholder meeting next week after the Dutch brewer agreed not to make a competing offer for F& N, the Amsterdam-based brewer said yesterday. Heineken had previously operated APB via a joint venture with F& N.

“For Heineken, this significantly improves the level of certainty that our offer will be approved,” at the meeting, said John Clarke, a spokesman for Heineken, by telephone.

TCC, controlled by Sirivadhanabhakdi, offered $9 billion on Sept. 13 to buy the 70% of F& N he didn’t control, throwing Heineken’s takeover of APB into doubt. Heineken had originally been spurred to bid for control of APB, which it held 42% of, after a company controlled by Charoen’s son-in- law bought shares in APB.

The agreement “should be very positive for Heineken’s share price,” said Gerard Rijk, an analyst at ING Groep NV in Amsterdam. “The company will not need to raise its offer further and it will be able to consolidate the APB business.”

F& N shareholders are scheduled to meet Sept. 28 to vote on Heineken’s offer to buy F& N’s shares in APB. F& N recommended that holders accept Heineken’s increased $53-per-share bid in August. Heineken had said it would be its final offer.

Full Control
Heineken, the world’s third-largest brewer, has been at the center of a fight for APB as it seeks to gain full control of a vital emerging market asset. It distributes its brands, including the eponymous Heineken lager, in south-east Asia through the venture, giving it access to the fast-growing economies of the region as sales growth slows in developed markets including Europe.

F& N also has a food and soft-drinks unit and a real estate division. TCC Assets, linked to Charoen’s Thai Bev, offered $8.88 a share for F& N. The bid is the largest announced by a Thai company in at least 10 years, according to data compiled by Bloomberg.

APB has rights to brew Bintang beer in Indonesia, Anchor in China, Southeast Asia and Sri Lanka, and Heineken from China to New Zealand. Heineken has the smallest emerging-markets presence of the world’s big three brewers, according to data compiled by Bloomberg.

Charoen’s agreement to support Heineken’s offer for APB may spur speculation that he may want to break up F& N, a 129-year- old conglomerate. Japan’s Kirin Holdings Co. owns a 15% stake in F& N and had considered making a bid for its food and soft-drinks unit, several people with knowledge of the matter said in August. Coca-Cola Co. explored a bid for the drinks operations, people with knowledge said.

F& N got 30% of its 2011 revenue of $6.3 billion from property, 12% from soft drinks and 17% from dairies, according to data compiled by Bloomberg.