HEINEKEN : completes the EMPAQUE divestment and announces share buyback programme

Amsterdam, 18 February 2015 - Heineken N.V. ('HEINEKEN') today announces that it has completed the divestment of its Mexican packaging business EMPAQUE to Crown Holdings Inc. ('Crown') after the recent receipt of the required regulatory approvals from Mexico's Federal Competition Commission. As previously disclosed, the total enterprise value¹ of the transaction amounts to approximately USD1.225bn (EUR956m based on hedged rate).

HEINEKEN will deploy up to EUR750 million of the proceeds for a share buyback programme.
The purpose of the programme is to return the majority of the proceeds from the EMPAQUE disposal to the shareholders whilst maintaining a strong balance sheet and financial flexibility.

The programme will be executed periodically by intermediaries via open market purchases and is expected to be completed in 2015. The programme will be executed within the limitations of the existing authority granted by the HEINEKEN Annual General Meeting (AGM) on 24 April 2014, and, if granted, of the authority to be proposed to the HEINEKEN AGM on 23 April 2015. HEINEKEN will not purchase shares held by Heineken Holding N.V. HEINEKEN may at any time suspend or terminate this programme prior to completion, and it will provide weekly updates on the progress of the programme on its website www.theHEINEKENcompany.com.

Jean-François van Boxmeer, Chairman of the Executive Board/CEO of Heineken N.V. commented: "EMPAQUE was acquired as part of the FEMSA Cerveza acquisition, which was mainly paid for in shares. I am pleased that with the share buyback programme we will be able to return the majority of the proceeds from the EMPAQUE disposal to our shareholders."

In 2014 EMPAQUE generated gross revenues of EUR 515m, mostly intercompany, and an EBITDA (beia) of EUR 113m. The 2014 EBIT (Beia) was EUR 91m. EMPAQUE's financial results to date have been included in the "Head Office" reporting segment.
The sale of EMPAQUE is now expected to result in a post-tax book gain of approximately €375m, which will be reported as an exceptional item.

  
¹) The total enterprise value consists of the sum of the equity purchase price plus net debt and net debt equivalents assumed by Crown.

ENQUIRIES

Editorial Information:

About EMPAQUE
EMPAQUE was acquired by Heineken N.V. in 2010 as part of the FEMSA Cerveza acquisition.
EMPAQUE is dedicated to providing strategic packaging supplies to the beverage industry. EMPAQUE engages in three main activities:
-FAMOSA, which produces beverage cans, crown caps and aluminium caps in three plants in Monterrey, Toluca and Ensenada
-SIVESA, a glass bottle production with a glass bottle plant and a service plant in Veracruz
-SISA, a silica sand mine also in Veracruz

These businesses have been operating in Mexico for over 90 years. Initially as part of FEMSA, EMPAQUE reached leadership in the industry. After the 2010 acquisition of FEMSA Cerveza by HEINEKEN, EMPAQUE was able to compete in new markets, increasing its international presence. Today EMPAQUE employs more than 1,500 people who deliver quality and innovative products as well as differentiated technical service to its customers.

About Crown Holdings, Inc.
Crown Holdings, Inc., through its subsidiaries, is a leading supplier of packaging products to consumer marketing companies around the world. The company produces a wide range of metal packaging for food, beverage, household and personal care and industrial products and metal vacuum closures and caps.
World headquarters are located in Philadelphia, Pennsylvania. For more information, visit www.crowncork.com.

About HEINEKEN
HEINEKEN is the world's most international brewer. It is the leading developer and marketer of premium beer and cider brands. Led by the Heineken® brand, the Group has a powerful portfolio of more than 250 international, regional, local and specialty beers and ciders. We are committed to innovation, long-term brand investment, disciplined sales execution and focused cost management. Through "Brewing a Better World", sustainability is embedded in the business and delivers value for all stakeholders. HEINEKEN has a well-balanced geographic footprint with leadership positions in both developed and developing markets.  We employ 81,000 people and operate more than 160 breweries in 70 countries.  Heineken N.V. and Heineken Holding N.V. shares trade on the NYSE Euronext in Amsterdam. HEINEKEN has two sponsored level 1 American Depositary Receipt (ADR) programmes: Heineken N.V. (OTCQX: HEINY) and Heineken Holding N.V. (OTCQX: HKHHY). Most recent information is available on HEINEKEN's website: www.theHEINEKENcompany.com and follow us via @HEINEKENCorp.

Disclaimer:
This press release contains forward-looking statements with regard to the financial position and results of HEINEKEN's activities. These forward-looking statements are subject to risks and uncertainties that could cause actual results to differ materially from those expressed in the forward-looking statements. Many of these risks and uncertainties relate to factors that are beyond HEINEKEN's ability to control or estimate precisely, such as future market and economic conditions, the behaviour of other market participants, changes in consumer preferences, the ability to successfully integrate acquired businesses and achieve anticipated synergies, costs of raw materials, interest-rate and exchange-rate fluctuations, changes in tax rates, changes in law, pension costs, the actions of government regulators and weather conditions. These and other risk factors are detailed in HEINEKEN's publicly filed annual reports. You are cautioned not to place undue reliance on these forward-looking statements, which are only relevant as of the date of this press release. HEINEKEN does not undertake any obligation to release publicly any revisions to these forward-looking statements to reflect events or circumstances after the date of these statements. Market share estimates contained in this press release are based on outside sources, such as specialised research institutes, in combination with management estimates.