The deal could close as early as July 10.
Miller is part of the Philip Morris Cos., which will receive $5.6 billion in the deal and a stake in the new entity.
For the past several years, No. 2 brewer in the U.S. has been unable to get its marketing and advertising to resonate with the key 20-something male beer drinker, which has resulted in lost market share and declining sales.
Talk of a sale had been rumored for months. Onlookers say Miller's moribund plight might improve with ownership by a brewer rather than tobacco and food behemoth Philip Morris, though PM had been trying to change Miller's fortunes for the past decade.