Asahi-AB InBev deal: TM handover not expected to be difficult
Japan-based brewery Asahi has agreed a deal with Anheuser-Busch (AB) InBev to buy part of its brewing and beverage business for €7.7 billion, but lawyers say the trademark handover is not expected to be difficult.
AB InBev released a statement on Tuesday, December 13, where it outlined details of the agreement.
As part of the agreement, AB InBev will sell the businesses previously known as SABMiller Limited, in Poland, the Czech Republic, Slovakia, Hungary and Romania.
SABMiller was founded in 1895 and produces brands such as Fosters, Miller and Pilsner Urquell.
The sale is conditional on regulatory approval from the European Commission.
AB InBev said that it expects the deal to close in the first half of 2017.
Marek Rosinski, partner at Baker & McKenzie in Poland, said: “After the recent acquisition of Peroni and Grolsch, Asahi continues to increase their portfolio by buying well established central European brands: Czech’s Pilsner Urquell, Poland's Tyskie and Lech, Hungary's Dreher and Romania's Ursus.
“It is a spin-off from Anheuser-Busch’s take-over of SABMiller, which was required by the competition authorities.”
He added: “The multiplication of the brand portfolio across many geographies adds some layers of complexity in their management, which probably will be a challenge for Asahi.”
Vojtěch Chloupek, partner at Bird & Bird in the Czech Republic, said: “I am not quite sure what the structure of the transaction will be.
“I would assume that Asahi will acquire shareholding in the respective companies. Regarding Pilsner Urquell, for example, the brands are owned by the Czech company Plzensky Prazdroj and I believe it unlikely that the trademarks would actually be transferred to Asahi,” he added.
Bart Van Besien, attorney at law firm Sirius Legal in Brussels, added: “It’s a share purchase agreement that they are completing, meaning that the buyer Asahi is not just buying the assets, not just buying the brands and trademarks, but they are buying eight companies.
“Of course these companies used to be part of the SABMiller group, so that means that by buying the entire companies they are buying everything in those companies, including brands and trademarks.”
He added: “That means that the trademark handover will not be so difficult because if you have a look at the trademark registry … as an example, the Pilsner brand, [they] are registered in the names of those companies that they are buying. So they buy the companies, so they don’t have to do a lot to effect the trademark transfer.”
Marek Rosinski is a WIPR Leader for 2016. His profile is available here.
