Breakdown of $2.3 billion acquisition of EABL by Japanese brewer
East African Breweries PLC (EABL) has announced that its long-time majority shareholder, Diageo plc, is selling its entire stake in the company to Japanese beverage giant Asahi Group Holdings, Ltd.
The announcement, issued by the EABL Board of Directors, confirms that Diageo will divest its full interest in Diageo Kenya Limited and UDV (Kenya) Limited, effectively handing over control of East Africa’s largest brewer to Asahi.
According to Atsushi Katsuki, Asahi President and Group CEO, the acquisition feeds into Asahi’s growth of its existing business centered on core beer brands and expansion into new business areas.
This business is a high-quality, leading company in Kenya, Uganda and Tanzania, with an unrivalled brand portfolio and marketing capabilities, state-of-the-art production facilities and strong market shares.
The Transaction
The deal involves the transfer of Diageo’s 65% shareholding in EABL, which is currently held through its wholly-owned indirect subsidiary, Diageo Kenya Limited.
Asahi will pay $2.354 billion to acquire 100% of DKL. Asahi will also acquire Diageo’s 53.68% stake in UDVK, the spirits manufacturing arm.
"As such, the Transaction will result in Diageo disposing of all of its stake in EABL," the cautionary statement read.
The board received notification of the imminent agreement on the afternoon of Tuesday, December 16, 2025.
While the financial value of the deal has not yet been disclosed, the transfer of a 65% controlling block in a company of EABL’s market capitalisation represents one of the most significant foreign direct investment shifts in the region in recent years.
No Mandatory Offer for Minority Shareholders
A critical detail in the announcement that is likely to dominate investor discourse is Asahi’s intention regarding the remaining 35% of shares held by the public (General Shares).
Under typical capital markets regulations, acquiring a controlling stake often triggers a requirement for the buyer to make a mandatory takeover offer to minority shareholders, allowing them to exit at a premium. However, the EABL Board disclosed that Asahi intends to bypass this step.
"Diageo has notified the Board that Asahi intends to submit an application to the capital markets authorities in Kenya, Uganda, and Tanzania seeking an exemption from the requirement to make a mandatory takeover offer for the General Shares," the notice stated.
This move effectively keeps the company listed with its current float but denies minority shareholders an immediate exit opportunity triggered by the acquisition. The exemption request is subject to approval by regulators in all three jurisdictions.
Both Diageo and Asahi are expected to make separate, detailed announcements regarding the transaction in due course.