The deal, revised up to £79bn, will create a new company responsible for almost one-third of the global beer output.
SABMiller executives had called a stop to the agreement over concerns that the previous offer of £71bn had been devalued too much by the double-digital fall of sterling, which occurred following the outcome of the EU referendum in June.
The new offer, an increase of £1 per share to £45 per share, was accepted by the SABMiller board on July 26.
The board now intended to recommend unanimously that its shareholders vote in favour of the UK Scheme at the UK Scheme Directions Hearing on August 22.
The takeover deal was cleared by the European Commission in June, and last month China – widely considered to be a major hurdle – gave its approval.
The European Commission, however, made clearance conditional on AB InBev selling SABMiller’s entire beer business in Europe.
It stated concerns that by removing competition, the transaction would have led to higher beer prices in EU Member States where SABMiller is currently active.
AB InBev owns more than 200 beer brands including Budweiser, Corona, Stella Artois, Beck’s, Leffe and Hoegaarden.
SABMiller is most well-known for brewing Peroni, Pilsner Urquell, and Grolsch.
‘Changes in circumstances’
SABMiller chairman Jan du Plessis said: “The board’s decision was difficult given changes in circumstances since the board originally recommended £44 per share in cash last November.
“At that time we were satisfied that the 50% premium to the undisturbed share price appropriately reflected the quality of the business and its long-term prospects.”
Since then, du Plessis said “various factors” had affected the value of the offer, most importantly “the impact of the Brexit vote on the value of sterling and the re-rating of comparable companies”.
He said: “This has made the Board’s decision more challenging, and we believe the final cash consideration of £45 per share to be at the lower end of the range of values considered recommendable.
“It is a huge credit to chief executive Alan Clark and his management team’s leadership and professionalism that they have not allowed the distraction of the deal over the past eight months to affect performance. They have continued to produce impressive results and further enhanced the value of the business.”