SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
DC 20549
FORM
6-K
REPORT OF
FOREIGN PRIVATE ISSUER
PURSUANT
TO RULE 13a-16 OR 15d-16 UNDER
THE
SECURITIES EXCHANGE ACT OF 1934
For the
month of January 2010
FOMENTO
ECONÓMICO MEXICANO, S.A.B. DE
C.V.
(Exact
name of Registrant as specified in its charter)
Mexican
Economic Development, Inc.
(Translation
of Registrant’s name into English)
United
Mexican States
(Jurisdiction
of incorporation or organization)
General
Anaya No. 601 Pte.
Colonia
Bella Vista
Monterrey, Nuevo
León 64410
México
(Address
of principal executive offices)
Indicate
by check mark whether the registrant files or will file annual reports
under
cover of Form 20-F or Form 40-F:
Form
20-F x Form
40-F ¨
Indicate
by check mark if the registrant is submitting the Form 6-K in paper as
permitted
by Regulation S-T Rule 101(b)(1): _______
Indicate
by check mark if the registrant is submitting the Form 6-K in paper as
permitted
by Regulation S-T Rule 101(b)(7): _______
Indicate
by check mark whether by furnishing the information contained in this
Form, the registrant is also thereby furnishing the information to the
Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.
Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.
Yes ¨ No x
If "Yes"
is marked, indicate below the file number assigned to the registrant in
connection
with Rule 12g3-2(b): 82-_____________
SIGNATURES
Pursuant to
the requirements of
the Securities Exchange Act
of 1934, the
registrant has
duly caused this report to
be signed on its behalf of the
undersigned,
thereunto duly authorized.
| FOMENTO ECONÓMICO MEXICANO, S.A. DE C.V. | |||
|
|
By:
|
/s/ Javier Astaburuaga | |
| Javier Astaburuaga | |||
|
Chief
Financial Officer
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Date: January
11, 2010
 |
Latin
America’s Beverage Leader
 |
|
|
FEMSA
Agrees to Exchange Beer Operations for
20%
Economic Interest in Heineken
·
In
Transaction Valued at US$ 7.347 Billion, FEMSA to Receive Approximately 43
Million Shares of Heineken Holding N.V. and 72 Million Shares of Heineken
N.V.
·
Value
includes US$ 2.1 Billion in Debt assumed by Heineken
·
Two FEMSA
Representatives to join Heineken N.V. Supervisory Board - FEMSA CEO to be
named a Vice Chairman of Heineken N.V. Supervisory Board and to join Board
of Heineken Holding N.V.
·
With
Increased Operational and Financial Flexibility, FEMSA to Focus Efforts on
Significant Growth Opportunities for Coca-Cola FEMSA and
OXXO.
Monterrey, Mexico, January 11,
2010 — Fomento Económico Mexicano, S.A.B. de C.V. (“FEMSA” “FMX”)
(NYSE: FMX; BMV: FEMSAUBD), the largest beverage company in Latin America,
today announced that its Board of Directors has unanimously approved a
definitive agreement under which FEMSA will exchange its FEMSA Cerveza
business unit for a 20% economic interest in Heineken (HEIA.NA; HEIN.AS;
HEIO.NA; HEIO.AS), one of the world’s leading brewers. Under the terms of
the agreement, FEMSA will receive 43,018,320 shares of Heineken Holding
N.V. and 72,182,201 shares of Heineken N.V., of which 29,172,502 will be
delivered pursuant to an allotted share delivery instrument. It is
expected that the allotted shares will be acquired by Heineken in the
secondary market for delivery to FEMSA over a term not to exceed five
years. Heineken also will assume US$ 2.1 billion of indebtedness including
FEMSA Cerveza’s unfunded pension obligations. The total transaction is
valued at approximately US$ 7.347 billion, based on closing prices of €
32.92 for Heineken N.V. and € 29.38 for Heineken Holding N.V. on January
8, 2010, including the assumed debt. José Antonio Fernández Carbajal,
Chairman of the Board and Chief Executive Officer of FEMSA, will join
Heineken N.V.’s Supervisory Board as a Vice Chairman. Mr. Fernández will
also serve as Chairman of the newly-formed Americas Committee and will be
a member of the Heineken Holding N.V. Board. Another member of
FEMSA’s senior management team will also serve on the Heineken N.V.
Supervisory Board.
Mr.
Fernández said, “We are enthusiastic about this transaction, which
positions FEMSA’s beer operations to become an integral part of Heineken’s
leading global platform. In the context of the reconfiguration of the
global brewing landscape, scale and geographic diversification are more
important than ever, and this transaction responds to that imperative.
Heineken presented us with the most compelling opportunity to transform
our brewing assets, enabling us to unlock the significant value that we
have created during the past decade. The transaction also
allows our shareholders, through our significant stake in Heineken, to
participate in the long-term value creation we believe will come from
aligning FEMSA Cerveza with Heineken. At the same time, it increases
FEMSA’s operational and financial flexibility, allowing us to focus our
attention and resources on the significant growth opportunities for
Coca-Cola FEMSA and OXXO.”
|
Commenting
on the Transaction, Jean-François van Boxmeer, Chairman and Chief Executive of
Heineken, said: “This is
a compelling and significant development for Heineken. It transforms our future
in the Americas and marks the next stage in Heineken’s strong association with
FEMSA. Through this deal we become a much stronger, more competitive
player in Latin America, one of the world’s most profitable and fastest growing
beer markets. The acquisition strengthens considerably our position within the
global beer market, expands our portfolio of leading international brands and
enhances our leading position in the US import market. I am confident
that this transaction will generate considerable future value for stakeholders
in both groups.
“I am
delighted to welcome our new and talented colleagues into Heineken. We will
benefit from their considerable skills, experience and ideas. We also
welcome FEMSA as a significant shareholder in the Heineken Group. We
look forward to their valuable contribution to our future.”
The
transaction combines FEMSA Cerveza’s beer brands, including Dos Equis, Sol and
Tecate, with Heineken’s global platform and Premium brand portfolio, including
Heineken, the iconic and only truly global premium beer brand, as well as
Amstel, Birra Moretti and Cruzcampo. Heineken will gain important market
positions in Mexico and Brazil, further strengthening Heineken’s worldwide
footprint. Under a long-standing agreement, Heineken currently distributes FEMSA
Cerveza’s beer brands in the U.S., and the two companies also share joint
ownership of their beer operations in Brazil.
The
transaction, which is expected to be completed in the first half of 2010, is
subject to customary regulatory approvals, as well as approval by FEMSA,
Heineken N.V. and Heineken Holding N.V. shareholders.
Allen
& Company, N M Rothschild & Sons Ltd., and Rebecca Miller acted as
financial advisors, and Cleary Gottlieb Steen & Hamilton LLP and Freshfields
Bruckhaus Deringer LLP provided legal advice to FEMSA in connection with this
transaction.
FEMSA
will host a conference call today, Monday, January 11, 2010 at 8:30 AM Eastern
Time (7:30 AM Mexico City Time) to discuss the transaction, followed by a
question and answer session. To participate in the call, please dial Domestic
US: (1 888)-600-4871 or International: (1 913)-312-1491. The conference call
will be webcast live through streaming audio in www.femsa.com/investor.
A
presentation related to the transaction will be posted on our website at http://ir.femsa.com/events.cfm
ahead of the conference call.
# #
#
FEMSA is
the leading beverage company in Latin America. It controls a platform that
comprises Coca-Cola FEMSA, the largest Coca-Cola bottler in the region; FEMSA
Cerveza, one of the leading brewers in Mexico, with presence in Brazil, and an
important beer exporter to the United States and other countries; and Oxxo, the
largest and fastest growing convenience store chain in Mexico with over 7,300
stores.
FEMSA
Contacts
|
Investor
Relations
|
Media
Contact FEMSA
|
|
Tel.:
+ 52-818-328-6167
|
Carolina
Alvear Sevilla
|
|
Email:
investor@femsa.com.mx
|
Carlos
A. Velázquez
|
|
Tel.:
+ 52-818-328-6046
|
|
|
Email:
comunicacion@femsa.com.mx
|
January
11, 2010
2