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Investor Presentation 162 8 April 2015

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Investor Presentation 162 8 April 2015 250 213 129 255 Investor Presentation 162 8 April 2015 242 92 41 127 127 127 79 184 255 179 225 31 1 250 CRH Proposes Group Restructuring of its Consumer and Retail Businesses 213 CRE to Transform into a Beer Focused Company 129 Proposal received from CRH 255 162 CRE has received from CRH a binding proposal to acquire all non-beer businesses for HK$28.0bn (the " Possible Disposal") 8 − Non-beer businesses include Retail, Food and Beverage segments 242 Under the proposal, a special dividend of HK$11.50 per share is to be distributed to shareholders from the proceeds upon completion of the Possible Disposal subject to a capital 92 reduction ("Special Dividend") 41 CRE will become a beer focused company with a 51% shareholding in CR Snow, the #1 127 brewer in China by volume 127 Upon completion of the Possible Disposal and payment of the Special Dividend, it is proposed 127 that CRH will make a voluntary cash partial offer for up to 10% of the issued share capital of CRE at an offer price of HK$12.70 per share (the "Partial Offer") 79 Total cash received by shareholders from the Special Dividend and Partial Offer (to the extent 184 tendered and accepted) amounts to HK$24.20 per share, representing approximately a 59.2% 255 premium to the last closing price of HK$15.20 The Possible Disposal is a very substantial disposal and connected transaction of CRE. The 179 Circular will be dispatched and an EGM will follow for independent shareholders to approve the 225 Possible Disposal 31 2 250 213 129 255 162 Overview of Proposal 8 242 Benefits to Shareholders 92 41 127 The New CRE 127 127 79 184 255 179 225 31 3 250 Key Terms of the Proposal from CRH 213 129 CRH submitted a Binding Proposal to the Company to acquire the Non-Beer 255 Businesses of the Company for a consideration of HK$28.0bn (the “Possible The Possible Disposal”) 162 Disposal 8 Completion of the Possible Disposal is subject to approval from the Company's independent shareholders 242 92 Following Completion of the Possible Disposal, it is proposed that the Company 41 would pay a Special Dividend of HK$11.50 per share (approximately The Special HK$27.8bn), returning most of the cash proceeds from the consideration of the Possible Disposal to all shareholders 127 Dividend 127 The proposed Special Dividend is conditional on a capital reduction that requires approval from shareholders 127 Conditional upon the completion of the Possible Disposal and the payment of the 79 Special Dividend, it is proposed that a wholly owned subsidiary of CRH will make a 184 Partial Offer for up to 242,136,536 shares of the Company ( approximately 10.0% of the issued share capital or approximately 20.73% of free float share) at 255 HK$12.70 per share The Partial Offer − If acceptance of the Partial Offer is 242,136,536 shares or below, all shares 179 validly accepted will be taken up by the Offeror − If acceptance of the Partial Offer is more than 242,136,536 shares, the number 225 of shares to be taken up by the Offeror from each Qualifying Shareholder will 31 be determined on a pro rata basis with a minimum of approximately 20.73% of shares tendered be taken up 4 250 Proposed Transaction Structure 213 129 All Non-Beer businesses sold to CRH Today Post Possible Disposal Post Completion of Partial Offer1 255 162 8 CRH Public CRH Public CRH Public 52% 48% 52% 48% 62% 38% 242 92 41 SABMiller CRE SABMiller CRE SABMiller CRE Special 127 Dividend 49% 51% (HK$11.50 127 49% 51% per share) 127 80% To be distributed CR Snow Retail to shareholders CR Snow 49% 51% 79 184 60% 100% 255 Beverage Food CR Snow 179 225 Notes: 1. Assuming full acceptance of the Partial Offer 31 2. All shareholding percentage rounded up to whole numbers 5 250 213 129 255 162 Overview of Proposal 8 242 Benefits to Shareholders 92 41 127 The New CRE 127 127 79 184 255 179 225 31 6 250 Key Benefits of the Proposal to Shareholders 213 129 255 Proposal delivers immediate cash realization 162 – Shareholders can realise cash proceeds of HK$24.20 in cash for each share that is tendered and 8 accepted into the Partial Offer, which represents approximately a 59.2% premium to the last closing share price – For shares not tendered into or fully accepted under the Partial Offer, its holders receive HK$11.50 242 per share representing c.75.66% of the last closing share price and retain all or part of their 92 shareholding in CRE 41 Retains control in the #1 beer business in China – Focused management and strategy that is no longer impacted by capital requirements of the non- 127 beer businesses 127 – #1 position in the largest beer market in the world by volume 127 Eliminates CRE's exposure to execution risks and earnings volatility associated with challenging issues facing its non-beer businesses 79 – Non-beer businesses are facing a challenging operating environment in China with uncertainties on 184 turnaround and ongoing integration issues 255 Unlocks value within CRE by simplifying its structure – Unlocks beer from a conglomerate structure and establishes a single focus beer business to increase 179 transparency 225 31 7 250 What will Shareholders Receive? 213 129 Shareholders will receive a Special Cash Dividend of HK$11.50 per share and either retain their shares in CRE or tender them into the Partial Offer to receive HK$12.70 per share in cash if accepted 255 162 2 8 Ongoing ownership in Beer Market Position / Volume #1 in China / 242 1 Share (1) 24%(4) 92 41 Volumes(2)(3) 118m hectolitres Special Cash Dividend Sales(2)(3) HK$34.5bn 127 HK$11.50 per share (2)(3) 127 EBITDA HK$4.4bn 127 Foreign Partner since 1994 SABMiller (49%) 79 Number of Breweries(2)(3) 98 in 25 provinces 184 255 3 Option to sell at least 20.73% of shares into Partial Offer at 179 Notes 225 1. Volume market share as of 2014 HK$12.70 per share 2. Audited Volumes, sales, EBITDA and number of breweries as of 2014 31 3. Company Investor Presentation for 2014 full year financial result 4. Company filing 8 250 Proposal Represents a 59.2% Premium for Each Share Accepted in 213 the Partial Offer 129 255 162 30.00 8 1 59.2% premium CRE Last Twelve Months Share Price Performance to last closing Special Dividend + price 242 Partial Offer: 25.00 92 75.66% of HK$24.20 last closing 12.70 41 price of CRE's shares (HK$15.20) 20.00 127 24.20 59.2% Premium 127 (HK$ per share) 127 15.201 11.50 15.00 Last Closing Share Price 79 (2 April 2015): 184 HK$15.20 per share 255 10.00 SpecialSpecial dividendDividend from per sharedisposal from per SharesShares tendered tendered and and accepted accepted as TotalTotal cash cash consideration consideration for CRE's lastEnterprise closing share price Apr-14 Jun-14 Aug-14 Oct-14 Dec-14 Feb-15 Apr-15 the Possibleshare Disposal intopart the of Partialpartial offerOffer each share tendered and share price 179 accepted 225 31 Notes 1. Last closing price before share trading suspension 8th April 2015 9 Note 1. Last twelve months share price performance as of 2 April 2015 59% premium to last traded price 75.66% of Last Closing 12.70 Share Price 24.20 15.20 11.50 Special dividend from disposal per Shares rendered as part of partial Total cash consideration Enterprise share offer share price 250 213 129 255 162 Overview of Proposal 8 242 Benefits to Shareholders 92 41 127 The New CRE 127 127 79 184 255 179 225 31 10 250 China's Leading Brewer Supported by a 21 Year Partnership with SABMiller 213 129 CR Snow is the #1 brewer in China with increasing market share 255 162 8 20% 21% 21% 22% 23% Successful 21 year partnership with SABMiller 242 SABMiller is the second largest brewer globally 14% 14% 14% 92 16% 17% 41 with track record of growth in emerging markets 12% 11% 12% 11% 12% SABMiller has provided global best practices, 11% 11% 11% 12% 127 11% 127 technology and operational know-how along with 11% 11% 11% 11% 10% 127 access to its global brand portfolio 1994 2014 32% 32% 31% 79 28% 27% 2 Breweries 98 Breweries 184 255 2009 2010 2011 2012 2013 Small regional players Key regional players 179 Yanjing AB InBev 225 Tsingtao CRECR Snow Snow 31 Source: Company Filings, Company Information 11 250 Nationwide Presence with 98 Breweries in 25 Provinces 213 129 Nationwide presence operating 98 breweries in 25 out 34 provinces in China, with total capacity of approximately 200,000,000 hectoliters 255 5(1.1mkl) Heilongjiang 162 3(0.6mkl) Jilin 8 4(0.4mkl) Inner Mongolia 12(2.3mkl) Liaoning 1(0.2mkl) Beijing 242 1(0.2mkl) Gansu 92 3(0.6mkl) Shanxi 2(0.5mkl) Tianjin 41 2(0.5mkl) Hebei 1(0.2mkl) Ningxia 3(0.7mkl) Shandong 127 1(0.2mkl) Shaanxi 127 5(1.3mkl) Jiangsu 127 1(-) Tibet 2(0.4mkl) Shanghai 13(2.6mkl) Sichuan 10(2.0mkl) Anhui 79 4(0.6mkl) Guizhou 184 4(0.4mkl) Henan 255 1(0.2mkl) Hunan 7(2.6mkl) Zhejiang 5(1.3mkl) Guangdong 6(1.1mkl) Hubei 179 1(0.1mkl) Guangxi 225 1(0.2mkl) Fujian 31 Notation: No.
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