San Miguel in Tender Offer and Consent Solicitation

January 29, 2013

Cleary Gottlieb represented San Miguel Corporation in a tender offer and consent solicitation relating to its $600 million 2.00% Exchangeable Bonds due 2014. The tender offer and consent solicitation commenced on January 22 and expired on January 29.

The tender offer was an exclusionary offer for U.S. securities law purposes, and the consent solicitation was structured to comply with a recent English High Court judgment, which caused uncertainty regarding the enforceability of certain aspects of consent solicitations for English law-governed bonds.

San Miguel is the Philippines’ largest company (by market capitalization). Originally founded in 1890 as a single brewery, it has recently diversified beyond its leading beverage, food and packaging business to include market-leading businesses and investments in the Philippines’ fuel and oil, power, airline, infrastructure, telecommunications, banking and mining industries.