HEINEKEN HOLDING : Welcomes Transformational Deal with FEMSA

Amsterdam,11 January 2010 - Heineken Holding N.V. today welcomes the
announcement by Heineken N.V. of a transformational deal.  Heineken N.V will
acquire the beer operations of Fomento Económico Mexicano, S.A.B. de C.V
("FEMSA") through a share transaction, involving the issue of both Heineken N.V.
and Heineken Holding shares (the "Transaction").

This is the first time Heineken Holding will issue shares in connection with an
acquisition and the first time for Heineken N.V. since1968, underscoring the
uniqueness and importance of this opportunity.

The acquisition transforms Heineken's presence in the Americas.  In particular
it:
  * provides a unique opportunity to drive growth in three of the world's four
    biggest beer profit pools:

  *   * accessing both value and volume growth in Mexico, the world's fourth
        largest beer profit pool
      * strengthening Heineken's leading position in the highly profitable
        import and growing Hispanic segments in the USA; and
      * provides a value creation opportunity in Brazil, the world's second
        largest beer profit pool;

  * offers significant scope to accelerate the growth of the Heineken brand in
    the premium segment in both Mexico and Brazil using FEMSA Cerveza's
    established route to market;
  * strengthens Heineken's leading international portfolio with the addition of
    the Dos Equis, Tecate and Sol brands;
  * gives Heineken access to strong revenues and cashflows, consolidating its
    position as the world's second largest brewer by revenue (EUR16.7 billion);
    and
  * further builds Heineken's exposure to growth from developing markets.



Commenting on the Transaction, Maarten Das, Chairman of Board of Directors of
Heineken Holding, said:

"Heineken Holding and L'Arche Green welcome this transformational deal which
opens new opportunities for Heineken N.V. in Latin America.  It is one of the
most significant deals in the history of the business.  Both sets of controlling
family shareholders have a long association and we are delighted to be able to
welcome Femsa onto the Board as a large and significant shareholder.  Their
expertise and experience in Latin America will be fundamental to our future
success in the region."





Key Highlights ofTransformational Deal with FEMSA

Heineken Holding N.V., Heineken N.V and FEMSA entered into a Share Exchange
Agreement on 11 January 2010 and will enter into a Corporate Governance
Agreement, the key provisions of which are summarised below.  For full details
of the transaction please refer to the release of today by Heineken N.V.

Structure
  * Heineken will issue to FEMSA approximately 86 million new shares in Heineken
    N.V. on closing of the Transaction with the commitment to deliver an
    additional 29 million existing Heineken N.V. shares over a period of not
    more than five years;
  * Together these 115 million shares would represent a 20.0% holding in
    Heineken N.V.
  * However, simultaneous to the issue of the 86 million new shares in Heineken
    N.V. FEMSA has agreed with Heineken Holding to exchange approximately 43
    million of these new Heineken N.V. shares for an equal number of new
    Heineken Holding shares, thus maintaining Heineken Holding's 50.005% stake
    in Heineken N.V.;
  * Upon completion of all steps of the Transaction, FEMSA's shareholding in
    Heineken N.V. is expected to be 12.5% and its holding in Heineken Holding
    14.9%, together representing a 20.0% economic interest in the Heineken
    Group.

Governance
  * FEMSA will be entitled to appoint two representatives to the Heineken N.V.
    Supervisory Board, one of whom will be appointed as a Vice Chairman and will
    also serve as the FEMSA representative on the Board of Directors of Heineken
    Holding.  José Antonio Fernández Carbajal, the current Chairman of the Board
    and CEO of FEMSA, will be the initial FEMSA appointee as Vice Chairman.
     These appointments are linked to the maintenance of certain minimum
    shareholdings.
  * FEMSA will commit not to increase its holding in Heineken Holding above 20%
    and not to increase its holding in the Heineken Group above a maximum 20%
    economic interest.  In addition FEMSA will agree not to sell any shares in
    Heineken N.V. or Heineken Holding for a five year period, subject to certain
    exceptions.

Value
  * Based upon the Heineken N.V share price of EUR32.925, as at 8 January 2010,
    the implied equity value of FEMSA Cerveza is EUR3.8 billion (USD5.5 billion).
     Including net debt of USD2.1 billion (EUR1.5 billion), the total implied
    enterprise value for FEMSA Cerveza is approximately EUR5.3 billion (USD7.6
    billion).

Other
  * The Transaction is conditional upon the approval of regulatory authorities,
    as well as the approval of Heineken Holding, Heineken N.V. and FEMSA
    shareholders.
  * Heineken Holding, the controlling shareholder of Heineken has committed to
    vote in favour of the proposed transaction as has L'Arche Green N.V., the
    controlling shareholder of Heineken Holding at the respective shareholder
    meetings.  In addition, the Voting Trust which controls 39% of FEMSA has
    entered into an undertaking to vote in favour of the proposed transaction at
    the FEMSA shareholder meeting.


Citi is acting as sole financial adviser for Heineken Holding in connection with
the proposed transaction and Loyens and Loeff as lead legal adviser.
Press enquiries
Véronique Schyns
Tel: [phone]
[e-mail]

Investor and analyst enquiries
Jan van de Merbel
Tel: [phone]
[e-mail]



Editorial information:
Heineken N.V. is one of the world's great brewers and is committed to growth and
remaining independent. The brand that bears the founder's family name - Heineken
-  is available  in almost  every country  on the  globe and is the world's most
valuable  international premium beer  brand.  Heineken's aim  is to be a leading
brewer  in each of the markets in which it operates and to have the world's most
prominent brand portfolio. In 2008, Heineken operated 125 breweries in more than
70 countries  and  sold  162 million  hectolitres  of beer. Heineken is Europe's
largest brewer and the world's third largest by volume. Heineken is committed to
the  responsible marketing  and consumption  of its  more than 200 international
premium,  regional, local and specialty beers  and ciders. These include Amstel,
Birra Moretti, Cruzcampo, Foster's, Maes, Murphy's, Newcastle Brown Ale, Ochota,
Primus,  Sagres, Star, Strongbow, Tiger and Zywiec. In 2008, revenue totaled EUR
14.3 billion  and Net Profit  before exceptional items  and amortisation was EUR
1.0 billion. In 2008, the average number of people employed was 56,208. Heineken
N.V.  and  Heineken  Holding  N.V.  shares  are  listed  on  the Amsterdam stock
exchange.  Prices for the ordinary shares may be accessed on Bloomberg under the
symbols  HEIA  NA  and  HEIO  NA  and  on the Reuter Equities 2000 Service under
HEIN.AS  and  HEIO.AS.  Additional  information  is available on Heineken's home
page:
http://www.heinekeninternational.com.





[HUG#1371954]





    Download Heineken Holding N.V. press release here: http://hugin.info/136154/R/1371954/335935.pdf