AmBev Announces the Extension of the Voluntary Offer to Purchase any and all Outstanding Shares of its Subsidiary Quilmes Indust
April 03 2007 - 2:33PM
PR Newswire (US)
SAO PAULO, Brazil, April 3 /PRNewswire-FirstCall/ -- Companhia de
Bebidas das Americas - AmBev ("AmBev") [BOVESPA: AMBV4, AMBV3; and
NYSE: ABV, ABVc] announced that the voluntary offer made by
Beverage Associates Holding Ltd. ("BAH"), a Bahamian corporation
and a wholly-owned subsidiary of AmBev, to purchase up to 6,872,480
Class A shares and up to 8,661,207 Class B shares (including Class
B shares held as American Depositary Shares ("ADSs")) of its
subsidiary Quilmes Industrial (Quinsa), Societe Anonyme ("Quinsa"),
which represent the outstanding Class A shares and Class B shares
(and Class B shares held as ADSs) that are not owned by AmBev or
its subsidiaries, at a purchase price of U.S.$3.35 per Class A
share and U.S.$33.53 per Class B share (U.S.$67.07 per ADS), net to
the seller in cash (less any amounts withheld under applicable tax
laws), without interest, is extended to 5:00 p.m., New York City
Time (which is 11:00 p.m. Luxembourg Time), on April 19, 2007.
AmBev and BAH have prepared a supplement (the "Supplement") to the
Offer Document which will be mailed to shareholders and will be
available for free at http://www.sec.gov/ and
http://www.ambev-ir.com/. The offer period is extended to allow
shareholders the opportunity to review the Supplement prior to
making their decision. As of April 2, 2007, approximately 2,952,558
Class A shares and 1,613,433 Class B shares (including Class B
shares held as ADSs), representing 0.71% of the voting rights of
Quinsa, had been tendered in and not withdrawn from the offer. All
terms and conditions of the offer are described in the Offer
Document and the Supplement. The Offer Document and the Supplement
were approved by the Luxembourg Commission de Surveillance du
Secteur Financier and filed with the U.S. Securities and Exchange
Commission (the "SEC") on January 25, 2007 and April 3, 2007,
respectively. As stated in the Offer Document, Quinsa's Board of
Directors has unanimously determined that the offer is fair to
shareholders other than AmBev and its affiliates and recommends
that shareholders tender their shares in the offer. Shareholders of
Quinsa can obtain the Offer Document and other documents that were
filed with the SEC (the "Offer Documentation") for free at
http://www.sec.gov/ and http://www.ambev-ir.com/. Requests for the
Offer Documentation and the Supplement may be directed to Innisfree
M&A Incorporated at +1 877 750 9501 (toll free in the U.S. and
Canada) or at +00 800 7710 9970 (freephone in the EU), or in
writing at 501 Madison Avenue, 20th floor, New York, NY, 10022,
U.S.A. Questions regarding the offer may be directed to Credit
Suisse Securities (USA) LLC at +1 800 318 8219 (toll free in the
U.S.). Disclaimers No communication or information relating to the
offer for the Class A shares and Class B shares of Quinsa
(including Class B shares held as ADSs) not already held by AmBev's
subsidiaries may be distributed to the public in any jurisdiction
in which a registration or approval requirement applies other than
the United States of America or Luxembourg. No action has been (or
will be) taken in any jurisdiction where such action would be
required outside of the United States of America and Luxembourg in
order to permit a public offer. The offer and the acceptance of the
offer may be subject to legal restrictions in certain
jurisdictions. Neither AmBev nor BAH assume responsibility for any
violation of such restrictions by any person. The Companies Quinsa
is the largest brewer in Argentina, Bolivia, Paraguay and Uruguay,
having a share of the Chilean market as well. It also is the Pepsi
bottler in Argentina and Uruguay. AmBev is the largest brewer in
Brazil and in South America through its beer brands Skol, Brahma
and Antarctica. AmBev also produces and distributes soft drink
brands such as Guarana Antarctica, and has franchise agreements for
Pepsi soft drinks, Gatorade and Lipton Ice Tea. AmBev has been
present in Argentina since 1993 through Brahma. BAH is a wholly
owned subsidiary of AmBev. For additional information, please
contact the Investor Relations Department: Fernando Tennenbaum
Isabella Amui +55 11 2122-1415 +55 11 2122-1414
http://www.ambev-ir.com/ Our investor web site has additional
Company financial and operating information, as well as transcripts
of conference calls. Investors may also register to automatically
receive press releases by email and be notified of Company
presentations and events. Statements contained in this press
release may contain information that is forward-looking and
reflects management's current view and estimates of future economic
circumstances, industry conditions, Company performance, and
financial results. Any statements, expectations, capabilities,
plans and assumptions contained in this press release that do not
describe historical facts, such as statements regarding the
declaration or payment of dividends, the direction of future
operations, the implementation of principal operating and financing
strategies and capital expenditure plans, the factors or trends
affecting financial condition, liquidity or results of operations,
and the implementation of the measures required under AmBev's
performance agreement entered into with the Brazilian Antitrust
Authority (Conselho Administrativo de Defesa Economica -- CADE) are
forward-looking statements within the meaning of the U.S. Private
Securities Litigation Reform Act of 1995 and involve a number of
risks and uncertainties. There is no guarantee that these results
will actually occur. The statements are based on many assumptions
and factors, including general economic and market conditions,
industry conditions, and operating factors. Any changes in such
assumptions or factors could cause actual results to differ
materially from current expectations. DATASOURCE: Companhia de
Bebidas das Americas CONTACT: Fernando Tennenbaum,
+011-55-11-2122-1415, or Isabella Amui, +011-55-11-2122-1414, ,
both of AmBev Web site: http://www.ambev.com.br/
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