Scottish & Newcastle (S&N), Britain’s biggest brewer, will today call time on 259 years of independence when it announces a recommended bid from Carlsberg and Heineken valuing the company at more than £10 billion.

The three companies yesterday asked the Takeover Panel for an extra 24 hours to finalise a deal, giving them until midday today to agree terms, although sources close to the process believe that an announcement could be made first thing this morning.

In a statement, S&N confirmed that the consortium had completed due diligence and had reaffirmed the offer of 800p a share. The bidders had also reached agreement with the trustees of S&N’s UK pension fund, and financing for the deal was “fully committed”.

S&N said that the main outstanding issue was “finalisation of the consortium agreement”, suggesting that Carlsberg and Heineken were still haggling over the split of the cost.

The issues thrown up by the due diligence are said to centre on the allocation of profits between S&N’s operations in France, which will be swallowed by Carlsberg, and the UK, which Heineken is buying.

Under the proposed deal, Carlsberg is expected to fund about 56 per cent of the purchase, with its Dutch partner paying 44 per cent. The Danish brewer is planning a £3 billion rights issue, while Heineken has secured debt finance from Credit Suisse.

S&N, which traces its roots to 1749 when the William Younger Brewery was established in Leith, Edinburgh, will be broken up, with Heineken taking its UK business, including the John Smith’s and Strongbow brands. Heineken will also swallow operations in Ireland, Portugal, Finland and Belgium, together with its Indian joint venture and its US export business, which principally involves the Newcastle Brown Ale brand. Carlsberg will take S&N’s struggling Brasseries Kronenbourg unit in France, together with its Greek and Chinese interests and its highly profitable 50 per cent stake in Baltic Beverages Holding (BBH).

The BBH stake is the main reason the bidding consortium has lifted its offer from 720p to 800p. BBH’s Baltika brand is one of the world’s fastest-growing lager brands. Carlsberg, which already owns the other 50 per cent of BBH, has stumped up 60p of the extra 80p extracted by S&N from the consortium since it first approached the Edinburgh-based company in October with a 720p-a-share offer.

Throughout, S&N has insisted that it would not consider recommending a bid unless Carlsberg were to agree to full disclosure of BBH’s future prospects. Full disclosure allows S&N shareholders to judge the merits of the consortium’s offer, but it would also allow brewers such as Anheuser-Busch and SABMiller to weigh a counterbid.

Philip Morrisey, analyst at Citi, said: “It is not inconceivable that, were BBH prospects to be disclosed, the consortium could actively seek to buy shares in the market at the proposed offer of 800p in an effort to create a blocking minority to other potential bidders.”

The 800p bid values S&N at about £7.8 billion, or just over £10 billion after the assumption of debt and pension liabilities. Shares in S&N closed up 31p at 766p last night.

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