31 July 2009
SABMiller plc announces new non-executive director
SABMiller plc announces today that Mr Howard Willard will join the board of SABMiller plc with effect from 1 August 2009. Mr Willard has been nominated for appointment to the Board under the terms of the Relationship Agreement entered into between Altria Group, Inc. ("Altria") and SABMiller as part of the Miller Brewing Company transaction in 2002.
Mr Willard currently serves as Executive Vice President, Strategy and Business Development for Altria and is a member of Altria's senior management team. He has held various leadership positions at Philip Morris USA Inc. in Finance, Sales, Information Services and Corporate Responsibility. Before joining the Altria family of companies in 1992, Howard worked at Bain & Company and at Salomon Brothers, Inc. He currently serves on the board of the YMCA in Greater Richmond, Virginia.
Under the terms of the Relationship Agreement, Altria has the right to nominate up to three representatives for appointment as non executive directors of SABMiller. Since 2004, in order to assist SABMiller to apply the provision of the Combined Code that at least half the directors, excluding the Chairman, should be independent non-executive directors, Altria has elected not to exercise its right to nominate a third director. Now that the Board of SABMiller consists, in addition to the Chairman, of eight directors whom the Board has determined to be independent for the purposes of the Combined Code and six directors whom the Board has determined not to be independent, the appointment of a third director nominated by Altria will no longer result in this requirement of the Combined Code not being met. In addition, as neither of the two directors currently nominated by Altria are now members of Altria's executive management team, Altria has advised SABMiller that it believes it appropriate that one of Altria's nominees should be an executive officer of Altria.
There are no details to disclose under paragraphs 9.6.13(1) to (6) of the Listing Rules.
General Counsel and Group Company Secretary
Notes to editors:
SABMiller plc is one of the world's largest brewers with brewing interests and distribution agreements across six continents. The group's wide portfolio of brands includes premium international beers such as Grolsch, Miller Genuine Draft, Peroni Nastro Azzurro and Pilsner Urquell, as well as market-leading local brands such as Aguila, Castle, Miller Lite, Snow and Tyskie. SABMiller is also one of the largest bottlers of Coca-Cola products in the world.
In the year ended 31 March 2009, the group reported US$3,405 million adjusted pre-tax profit and group revenue of US$25,302 million. SABMiller plc is listed on the London and Johannesburg stock exchanges.
Altria Relationship Agreement
Altria Group, Inc ("Altria") is the largest single shareholder in SABMiller plc, holding approximately 27.37% of the issued share capital of SABMiller plc, excluding treasury shares, as at 30 June 2009. Under the terms of the Relationship Agreement entered into between Altria and SABMiller as part of the Miller Brewing Company transaction in 2002, and amended, with shareholders' approval, in 2005 as part of the Bavaria transaction, Altria has the right to nominate up to three representatives for appointment as non executive directors of SABMiller, subject to the level of its economic interest in SABMiller, and any disposals of shares in SABMiller are subject to orderly market arrangements.
This announcement is available on the company website: www.sabmiller.com
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This announcement does not constitute an offer to sell or issue or the solicitation of an offer to buy or acquire securities of SABMiller plc (the "Company") or any of its affiliates in any jurisdiction or an inducement to enter into investment activity.
This document includes "forward-looking statements". These statements may contain the words "anticipate", "believe", "intend", "estimate", "expect" and words of similar meaning. All statements other than statements of historical facts included in this announcement, including, without limitation, those regarding the Company's financial position, business strategy, plans and objectives of management for future operations (including development plans and objectives relating to the Company's products and services) are forward-looking statements. These forward-looking statements involve known and unknown risks, uncertainties and other important factors that could cause the actual results, performance or achievements of the Company to be materially different from future results, performance or achievements expressed or implied by such forward-looking statements. These forward-looking statements are based on numerous assumptions regarding the Company's present and future business strategies and the environment in which the Company will operate in the future. These forward-looking statements speak only as at the date of this announcement. The Company expressly disclaims any obligation or undertaking to disseminate any updates or revisions to any forward-looking statements contained in this announcement to reflect any change in the Company's expectations with regard thereto or any change in events, conditions or circumstances on which any such statement is based. Any information contained in this announcement on the price at which the Company's securities have been bought or sold in the past, or on the yield on such securities, should not be relied upon as a guide to future performance.