Fraser & Neave will keep US$4.6 billion ($5.6 billion) from the sale of its beer unit to Heineken NV after shareholders rejected a plan to pay out a special dividend, handing a victory to Thai billionaire Charoen Sirivadhanabhakdi.

Charoen, who is trying to buy the remainder of F& N, opposed the dividend. He is offering US$7.3 billion for F& N, which also makes soft drinks, dairy products and owns real estate.

The approval of the sale to Heineken and Charoen’s success in keeping the proceeds with F& N could pave the way for him to take control of the conglomerate’s other assets. In winning Asia Pacific Breweries, Heineken gets a key beer business in emerging markets, where it lags competitors.

“There’s still that cloud of uncertainty for shareholders,” said Justin Harper, Singapore-based market strategist at IG Markets, referring to F& N investors. “Should they sell their shares now or wait to see what the Thais have in store for F& N going forward.”

Charoen set off an acquisition battle by agreeing to buy a stake in the conglomerate in July. Heineken responded with a bid for APB and in August raised the offer.


THAIS THREAT
Thai Beverage Pcl and TCC Assets, which are controlled by Charoen and have a 30.66% stake in F& N, had said they would vote against F& N’s plan to distribute $4 billion to shareholders from the sale to Heineken.

About 54% of shareholders rejected the plan to pay the dividend today. Almost 99% of shareholders approved the sale of Fraser & Neave’s stake in APB to the Dutch brewer at the meeting in Singapore.

F& N is open to making acquisitions for the beverage business and it will work with Thai Beverage to create new businesses together, Financial Controller Hui Choon Kit said at a press briefing today. Malaysia is the biggest market for the company’s beverage business and it may expand into Myanmar, Indonesia and Vietnam, he said.

The billionaire’s agreement to support Heineken’s offer for APB spurred speculation that he would break up F& N, a 129-year- old group.

TCC Assets plans to evaluate “strategic options” for F& N and will be a long-term holder, it said in offer documents sent to the Singapore stock exchange.

Charoen, who this month made a $9 billion offer to buy the rest of F& N, had pledged to back Heineken’s purchase of the brewer.

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.