Davis Polk advised the representatives of the underwriters in connection with an SEC-registered offering of 29,884,393 shares of Class B common stock of Molson Coors Brewing Company (“Molson Coors”). Included in the shares are 2,716,763 shares sold by Molson Coors pursuant to the underwriters’ exercise in full of their option to purchase additional shares. The net proceeds from the offering were approximately $2.5 billion, which Molson Coors intends to use to partially fund its acquisition from Anheuser-Busch InBev SA/NV of SABMiller plc’s interest in MillerCoors LLC and all other assets primarily related to the Miller brand outside of the United States and Puerto Rico. Molson Coors’ Class B common stock is listed on the NYSE under the symbol “TAP.”

Molson Coors Brewing Company is one of the world’s largest brewers and has a diverse portfolio of owned and partner brands, including Carling, Coors Light, Molson Canadian and Staropramen, as well as craft and specialty beers such as Blue Moon, Creemore Springs, Cobra and Doom Bar.

The Davis Polk capital markets team included partner Michael Kaplan and associates Christopher M. Bezeg and Eugene Baek. Partner Rachel D. Kleinberg and associate Alexander Wu provided tax advice. Counsel David A. Zilberberg and associate Michael Comstock provided environmental advice. Members of the Davis Polk team are based in the New York and Northern California offices.