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Dec. 4, 2008
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Additional information on combination
of Interbrew and AmBev

Download the PDF file (595 KB)

The following documents relating to the InterbrewAmBev transaction have been filed by Interbrew with the U.S. Securities and Exchange Commission under section 13(d) of the U.S. Securities and Exchange Act of 1934 and are publicly available in the United States (“Schedule 13D”). Schedule 13D is a report of beneficial ownership of equity securities of a class registered with the US Securities and Exchange Commission under Section 12 of the US Securities Exchange Act of 1934. Any person who acquires, directly or indirectly, a beneficial ownership interest in more than 5% of any such class of equity securities must file a Schedule 13D within 10 days. Schedule 13D describes a transaction that has not yet been closed. It should be read in conjunction with the official press release concerning the transaction that we have published on March 3, 2003 and with the description of the transaction provided therein.

These documents were filed by Interbrew in the U.S. to satisfy applicable U.S. laws and regulations in connection with the listing on the NYSE of AmBev’s ADRs. They do not constitute documents that the Belgian Companies Code or other applicable Belgian laws and regulations would normally require be published or otherwise made available to shareholders of a Belgian company in connection with the transaction. Accordingly, these documents are hereby provided for information purposes only. Documents required by the Belgian Companies Code and other applicable Belgian laws and regulations, including special reports prepared by the board of directors and the statutory auditor of Interbrew in accordance with article 602 of such Code, will be made available to shareholders and the public in due course.

The website of AmBev (www.AmBev.com.br) provides additional information, including financial information, concerning AmBev and the proposed transactions involving AmBev and Interbrew. Any information or documents posted on the AmBev website are solely the responsibility of AmBev. Interbrew has not verified the accuracy, relevance, timeliness, fairness or completeness of any information or document posted on the AmBev website, nor does Interbrew endorse or accept any responsibility for any such information, documents or views expressed therein.

Table of contents of attached documents

1. Schedule 13 D

2. Exhibits to Schedule 13D :
2.1 Contribution and Subscription Agreement dated March 3, 2004 among S-Braco, Braco, the other SB Group Companies named therein, the Stichting, EPS and Interbrew.
2.2 Incorporacao Agreement dated March 3, 2004 among AmBev, Interbrew, Mergeco and Labatt.
2.3 Lock-up Agreement dated March 2, 2004 among EPS and BRC.
2.4 Lock-up Agreement dated March 2, 2004 among Interbrew, Mr. Lemann, Mr. Sicupira and Mr. Telles.
2.5 Interbrew Shareholders Agreement dated March 2, 2004 among BRC, EPS, Rayvax and the Stichting.
2.6 Shareholders' Agreement of AmBev, executed on July 1, 1999, between the Fundacao, Braco and ECAP, as well as AmBev, Mr.Lemann, Mr. Telles and Mr. Sicupira, the latter four as intervening parties (English translation) (incorporated by reference to Exhibit A to Amendment No. 1 to Schedule 13D relating to AmBev, filed on October 27, 2000 by the Fundacao, Braco and ECAP).
2.7 First Amendment to the AmBev Shareholders' Agreement.
2.8 Form of Amended Interbrew By-laws.
2.9 Form of Amended Stichting By-laws.
2.10 Form of Stichting Conditions of Administration.
2.11 Joint Filing Agreement pursuant to Rule 13d-1(k).
2.12 Letter dated March 2, 2004 to Mr. Lemann, Mr. Sicupira and Mr.Telles.
2.13 Complaint, dated March 12, 2004, filed by Wisdom Import Sales Company, L.L.C. as plaintiff and naming Labatt, Labatt Holdings, Inc., Labatt USA L.L.C., L.F. Holdings I L.L.C. and Interbrew as defendants.

3. Amendment 1 to Schedule 13 D. Download the PDF file (120 KB)

4. Amendment 2 to Schedule 13 D. Download the PDF file (57 KB)

Download the PDF file (595 KB)