UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 OF THE
SECURITIES EXCHANGE ACT OF 1934
17 December 2025
Commission File Number: 001-10691
DIAGEO plc
(Translation
of registrant’s name into English)
16 Great Marlborough Street, London, United Kingdom, W1F 7HS
(Address
of principal executive offices)
Indicate
by check mark whether the registrant files or will file annual
reports under cover Form 20-F or Form 40-F.
Form
20-F X
Form
40-F
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART,
DIRECTLY OR INDIRECTLY, IN, INTO OR FROM ANY JURISDICTION WHERE TO
DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF SUCH
JURISDICTION
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES OF
ARTICLE 7 OF THE MARKET ABUSE REGULATION (EU) 596/2014 AS IT FORMS
PART OF UK DOMESTIC LAW BY VIRTUE OF THE EUROPEAN UNION
(WITHDRAWAL) ACT 2018 ("MAR"), AND IS DISCLOSED IN ACCORDANCE WITH
THE COMPANY'S OBLIGATIONS UNDER ARTICLE 17 OF MAR
FOR IMMEDIATE RELEASE
17 December 2025
Diageo enters into agreement to sell its shareholding
in East
African Breweries plc ("EABL") to Asahi Group Holdings, Ltd
("Asahi")
●
Announcement
today of agreement by Diageo
to sell to Asahi its 65% shareholding in EABL, and its shareholding
in the Kenyan spirits business, UDVK.
●
Disposals
consistent with Diageo's strategy of appropriate and selective
disposals of non-core assets, strengthening the balance sheet and
supporting our previously shared commitment to
de-lever.
●
Estimated
net proceeds after tax and transaction costs of $2.3bn, equating to
a multiple of 17x adjusted EBITDA, resulting in an implied
enterprise value for 100% of EABL of $4.8bn.
●
Transaction
will de-lever Diageo's balance sheet by
c.0.25x.
●
Diageo
has committed to enter into long-term licensing agreements with
EABL to secure the continued production and distribution of
Guinness, local spirits and ready-to-drink brands, as well as the
distribution of Diageo international spirits.
●
The
acquisition of EABL represents the first time a major Japanese
brewing business has made an investment of this size in an
African alcohol
beverage business.
Asahi is a strong, responsible and experienced steward for the next
phase of growth for EABL.
●
Subject
to regulatory approvals, completion is expected in the second half
of calendar year 2026.
Today, Diageo announces that it has entered into an agreement to
sell its 100% shareholding in Diageo Kenya Limited, which holds
65.00% of the shares in EABL to Asahi, including its shareholding
in the Kenyan spirits business, UDVK. Asahi is a Japanese
listed global
beverage leader offering a diverse portfolio of brands centred on
beer, alcohol and non-alcoholic beverages, as well as
food. Included
in this transaction is Diageo's 53.68% directly owned shareholding
in UDVK, a Kenya based spirits producer and importer. EABL, which
owns the other 46.32%, has management control and fully
consolidates UDVK.
EABL is the largest beer business in East Africa with a heritage
that dates back over a century and has delivered a strong growth
track record in Kenya, Uganda and Tanzania. Asahi intends to
preserve beloved local brands while introducing globally recognised
names from its portfolio to consumers in East Africa.
EABL benefits
from state-of-the-art production facilities, a seasoned Board and
management team with extensive experience, and strong relationships
with employees, local partners and customers.
Diageo has committed to enter into long term licensing agreements
as well as transitional service agreements with EABL. Locally
owned brands will remain owned by EABL (e.g. Tusker, Kenya
Cane). There will be refreshed agreements for EABL to produce
certain Diageo spirits (e.g. Smirnoff, Captain Morgan) and
ready-to-drink brands (e.g. Smirnoff Ice, Orijin), as well as the
iconic Guinness brand under licence and the import and distribution
of Diageo international premium spirits.
Nik Jhangiani Interim Chief Executive Officer of Diageo
said: "We are incredibly proud of
the achievements of EABL and our colleagues across Kenya, Uganda
and Tanzania. EABL and Diageo have built the largest beer business
in East Africa, a testament to driven people with a passion for the
consumers and communities they serve. We are excited to partner
with Asahi through the licensing of Diageo brands in the region
going forward.
This transaction delivers both significant value for Diageo
shareholders and accelerates our commitment to strengthen our
balance sheet. We remain committed to returning the Group to well
within our target leverage ratio range of 2.5 - 3.0x through
disposals of non-strategic, non-core assets, alongside delivering
positive operating leverage, and tighter capital discipline. This
disposal, alongside the recent announcement by
USL1 to
conduct a strategic review of its ownership of
RCB2, represent
material steps in delivering on this
commitment."
1USL
- United Spirits Limited, India. 2 RCB
- Royal Challengers Bengaluru cricket team
Atsushi Katsuki, President and Group Chief Executive Officer,
Director and Representative Executive Officer of Asahi
added:
"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. Together with its excellent management team and
employees, we will pursue sustainable growth and medium- to
long-term enhancement of corporate value, while contributing to the
development of the local economies."
Financials 3
In the fiscal year ended 30 June 2025, EABL reported net sales of
$996m, $258m EBITDA and net income of $94m, with net debt at
$229m.
Listings
Asahi expects EABL to remain listed on the Kenya, Uganda and
Tanzania stock exchanges post completion.
3Foreign exchange rates for
KES:USD used to translate net sales, EBITDA, net income at fiscal
25 cumulative weighted average rate 129.28. Net debt at spot rate
30 June 2025 129.23
For further information, please contact:
Investor relations:
Sonya Ghobrial
+44 (0) 7392 784 784
Andy Ryan
+44 (0) 7803 854 842
Grace Murphy
+44 (0) 7514 726 167
Media relations:
Rebecca Perry
+44 (0) 7590 809 101
Clare Cavana
+44 (0) 7751 742 072
Isabel Batchelor
+44
(0) 7731 988 857
The person responsible for arranging this announcement on behalf
of Diageo is
Randall Ingber, General Counsel and Company
Secretary.
Note to Editors
About Diageo
Diageo is a global leader in beverage alcohol with an outstanding
collection of brands across spirits and beer categories. These
brands include Johnnie Walker, Crown Royal, J&B and Buchanan's
whiskies, Smirnoff and Ketel One vodkas, Captain Morgan,
Baileys, Don Julio, Tanqueray and Guinness.
Diageo is a global company, and our products are sold in nearly 180
countries around the world. The company is listed on both the
London Stock Exchange (DGE) and the New York Stock Exchange (DEO).
For more information about Diageo, our people, our brands, and
performance, visit us at www.diageo.com. Visit Diageo's global
responsible drinking resource, www.DRINKiQ.com for information,
initiatives, and ways to share best practice.
Celebrating life, every day, everywhere.
About Asahi
Asahi is a global leader offering a diverse collection of brands
centered on beer, alcohol and non-alcohol beverages, and food. Our
mission is to deliver on our great taste promise and bring more fun
to life. Established in Japan in 1889, the Group has always been
committed to innovation and quality. This dedication has brought
together iconic brands and the expertise of renowned breweries from
around the world, including those with a rich heritage spanning
over centuries. Our approach has culminated in a globally
recognized portfolio of brands that includes premium beers such as
Asahi Super Dry, Peroni Nastro Azzurro, Kozel, Pilsner Urquell, and
Grolsch. "Make the world shine" articulates Asahi Group's
commitment to build connections among people, thereby paving the
way for a sustainable future together. Through these connections,
we can contribute to a brighter world, both today and in the
future. With a global presence primarily in Japan & East Asia,
Europe, Asia Pacific, we provide over 10 billion liters of
beverages to consumers worldwide and generate revenues of over JPY
2.9 trillion annually (c. USD 19bn). Headquartered in Japan,
Asahi Group Holdings is listed on the Tokyo Stock
Exchange.
About EABL
EABL is a regional leader in beverage alcohol with an exceptional
collection of brands across beer and spirits. Although the business
is concentrated on three core markets of Kenya, Uganda and
Tanzania, its products are sold in more than 10 countries across
Africa and beyond. The brands are an outstanding combination of
local jewels and international premium spirits. These include among
others Tusker, Guinness, Bell Lager, Serengeti Lager, Kenya Cane,
Chrome Vodka, Johnnie Walker, Captain Morgan and
Smirnoff.
EABL's performance ambition is to be one of the best performing,
most trusted and respected consumer products companies in Africa.
It is proud of the brands that it makes and the enjoyment that they
give to millions. EABL is passionate about alcohol playing a
positive role in society as part of a balanced
lifestyle.
ENDS
SIGNATURE
Pursuant
to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf
by the undersigned, thereunto duly authorized.
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Diageo plc
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(Registrant)
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Date:
17 December 2025
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By:___/s/
James Edmunds
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James Edmunds
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Deputy Company Secretary
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