UPDATE 3-InBev cleared to buy Anheuser-Busch

(Recasts, updates with stock close, adds InBev comment)

WASHINGTON, Nov 14 (Reuters) - Belgium's InBev NV INTB.BR cleared the last hurdle to buying Anheuser-Busch Cos IncBUD.N, creating the world's largest brewer, when it gained U.S. antitrust approval for the $52 billion deal after agreeing to sell its Labatt USA subsidiary.

Under a deal reached with the U.S. Justice Department, InBev, which makes Stella Artois and Beck’s, will sell the Labatt USA business -- which includes Rolling Rock beer -- and associated licenses in order to buy the maker of Budweiser and other beers.

The divestiture of Labatt USA will take place after the deal closes, the companies said in a statement on Friday.

“A closing date has not yet been announced, but the brewers expect to complete the transaction as promptly as practical,” the statement said.

InBev and Anheuser-Busch shareholders have already approved the deal.

Even with the divestiture and a wave of consolidation in the industry, the new company will be the world’s biggest brewer, according to Robbert Van Batenburg, head of research at Louis Capital in New York.

Earlier this year, SABMiller Plc SAB.L combined with beer giant Molson Coors Brewing Co TAP.N.

In approving the deal, the Justice Department said that while InBev’s beer brands have a huge global market share, its portion of U.S. sales is relatively small -- except in upstate New York, where InBev’s wholly owned Labatt USA subsidiary is strong.

Labatt USA and Anheuser-Busch together control at least 45 percent of beer sales in Buffalo and Rochester and about 41 percent of beer sales in Syracuse, the department said.

“In the Buffalo, Rochester, and Syracuse metropolitan areas, it (InBev’s market share) is substantial,” the department said.

But Labatt’s contribution to InBev’s business is tiny by international standards. “The impact on earnings of the actions to be implemented is not material to InBev’s overall business,” the company said.

Cash-strapped banks will fund InBev’s $45 billion syndicated loan next week, giving the company the money to pay Anheuser-Busch shareholders, banking sources close to the deal said in Europe on Friday.

InBev will receive a total of $54.8 billion, including the $45 billion loan and a $9.8 billion bridge loan to an equity issue that the company plans to launch before the end of the year, they said.

“All the mechanics are in place, we are heading for funding next week,” a spokesman for InBev’s arranging banks said.

Shares of Anheuser-Busch hit a record high of $69.26 as the deal neared completion, but remained below the $70-per-share offer from InBev. The stock closed at $68.50 on the New York Stock Exchange on Friday. (Additional reporting Tessa Walsh in London; Editing by Tim Dobbyn, Gary Hill)