Business Context and Reporting Period
This Form 6-K filing by Ambev S.A. is dated August 9, 2019, and serves as a formal response to an Official Letter (No. 210/2019/CVM/SEP/GEA-2) from the Brazilian Securities Commission (CVM). The filing addresses media reports alleging that the company made "undue payments" to former Brazilian government officials, including former ministers and presidents, to prevent tax increases on alcoholic beverages. The company states it had no access to the confidential judicial procedure from which the allegations originated.
Financial Metrics
The filing text does not provide a clear value for revenue, profit, cash flow, margins, debt, or liquidity. This document is a regulatory response regarding legal and reputational matters and does not contain financial performance data for the period ending September 30, 2019, or any other period.
Material Changes and Contingencies
The primary material change involves the emergence of allegations linking Ambev to the "Lava Jato" (Car Wash) investigation. Key points include:
- Allegations: Media reports, citing a confidential Supreme Court decision, claim former Minister Antonio Palocci alleged Ambev made undue payments to prevent PIS/Cofins tax increases on alcoholic beverages.
- Consulting Relationship: The company acknowledges it previously engaged "Projeto Consultoria Empresarial e Financeira Ltda." (associated with Palocci) for approximately three years to provide consulting services, paying fixed monthly fees totaling R$1.21 million as of a 2016 report.
- Company Stance: Ambev asserts it conducts business legally and ethically, strictly complying with its Code of Business Conduct. It maintains that the allegations are based on leaked information from a confidential procedure to which it had no access.
- Regulatory Inquiry: The CVM requested clarification on the veracity of the statements and why the company did not previously disclose this as a Material Fact under CVM Ruling No. 358/02.
Guidance, Outlook, and Management Commentary
Management, represented by the Chief Financial and Investor Relations Officer, Fernando Mommensohn Tennenbaum, emphasized the company's commitment to legal and ethical conduct. The company stated it will continue to review and monitor the matter. No financial guidance or operational outlook was provided in this filing.
Key Facts for Investor Verification
- Verify the status of the "Lava Jato" investigation regarding Ambev and whether any formal charges have been filed against the company.
- Confirm the total amount paid to "Projeto Consultoria Empresarial e Financeira Ltda." and the specific nature of the consulting services rendered.
- Monitor for any future CVM rulings or penalties regarding the timeliness of disclosure related to these allegations.
- Check for updates on the confidential judicial documents referenced in the media reports to see if they become public.