Business Context and Reporting Period
This Form 6-K filing by Ambev S.A. reports a material fact dated September 6, 2017. The filing concerns a strategic transaction involving the company's subsidiary, Cervecería y Maltería Quilmes S.A. ("Quilmes"), and its indirect controlling shareholder, Anheuser-Busch InBev SA/NV ("AB InBev").
Key Financial Metrics
The filing does not provide standard financial performance metrics such as revenue, profit, cash flow, margins, debt, or liquidity for the period. The only specific financial figure disclosed is a cash consideration of US$ 50 million to be transferred by Quilmes to AB InBev as part of the transaction.
Material Changes and Transaction Details
Quilmes has accepted a binding offer from AB InBev, approved by Ambev's Antitrust Compliance and Related Parties Committee and Board of Directors. The transaction involves the following exchanges:
- Assets Received by Quilmes: A perpetual license for the Budweiser brand and other North American brands in Argentina, plus the factory of Cerveceria Argentina Sociedad Anonima Isenbeck (an AB InBev subsidiary).
- Assets Transferred by Quilmes: The Norte, Iguana, and Baltica brands currently exploited in Argentina, along with US$ 50 million in cash.
- Transition Obligations: Obligations regarding the involved brands will apply for a period of up to three years.
Outlook, Risks, and Contingencies
The consummation of the transaction is contingent upon approval by the Comisión Nacional de Defensa de la Competencia (the Argentinean antitrust governmental authority) and other customary closing conditions. Rothschild acted as the exclusive financial advisor for the Company. The transaction is part of a broader agreement between AB InBev and the Chilean company Compañía Cervecerías Unidas S.A. and its affiliates.
Key Facts for Investor Verification
- Confirmation of antitrust approval status from the Argentinean authorities.
- Impact of the brand swap (Budweiser vs. Norte, Iguana, Baltica) on Quilmes' market share and revenue in Argentina.
- Details regarding the three-year transition obligations and their potential financial impact.
- Verification of the US$ 50 million cash outflow and its effect on Quilmes' liquidity.