Ambev is the largest brewer in Latin America in terms of sales volumes and one of the largest beer producers in the world, according to our estimates.
Ambev produces, distributes and sells beer, carbonated soft drinks and other non-alcoholic and non-carbonated products in 18 countries across the Americas. We are one of the largest PepsiCo independent bottlers in the world.
The history and evolution of mergers and acquisitions of the Company are described on the IR website - Overview/History.
Currently Ambev has operations in 18 countries: Brazil, Canada, Argentina, Bolivia, Chile, Paraguay, Uruguay, Colombia, Guatemala, Dominican Republic, Cuba, Ecuador, Peru, El Salvador, Nicaragua, Saint Vincent, Dominica and Antigua.
For more information regarding our operations refer to the IR website - Overview/Guide to our business.
Ambev and Anheuser-Busch InBev are independent companies, each one with its own management. ABI is one of the controlling shareholders of Ambev, holding approximately 62% of the total capital.
The Company maintains a licensing agreement with Anheuser-Busch, Inc., to exclusively produce, bottle, sell and distribute Budweiser products in Brazil and Canada. Along with that, Ambev also have arrangements to sell and distribute Budweiser and Corona products in Paraguay, Guatemala, El Salvador, Nicaragua, Peru, Uruguay among others. Ambev and ABI are also parties of a cross-licensing agreement, through which we are allowed to produce, bottle, sell and distribute beer under the brands Stella Artois and Beck’s in Latin America (except Argentina and Cuba) on an exclusive basis, and ABI is allowed to produce, bottle, sell and distribute beer under the brand Brahma in Europe, Asia, Africa, Cuba and the United States on an exclusive basis.
Ambev has also entered into other related party transactions (including distribution of other ABI brands) on an arms’ length basis, subject to recommendation from the Compliance Committee.
The Company has an agreement with PepsiCo International, Inc. ("PepsiCo") to bottle, sell and distribute Pepsi products in Brazil and in other Latin American countries, including Pepsi Cola, 7Up, Lipton Ice Tea, Gatorade and H2OH!.
It is the name the Company uses to refer to our carbonated soft drinks (CSD) and non-alcoholic and non-carbonated (NANC) businesses.
LAS (Latin America South) is the region that includes Argentina, Bolivia, Chile, Ecuador, Paraguay, Peru and Uruguay. CAC (Central America and the Caribbean) includes Dominican Republic, Antigua, Dominica, Saint Vincent, Guatemala, Cuba, El Salvador and Nicaragua.
Find below a list of our main production facilities per country in December 31, 2014:
|LATIN AMERICA NORTH (LAN)||CANADA|
|Plant||Type of Plant||Plant||Type of Plant|
|Agudos, São Paulo||Beer||St. John’s||Beer|
|Brasília, Distrito Federal||Beer||Halifax
|Jacarei, São Paulo||Beer||Creston||Beer|
|Lages, Santa Catarina||Beer|
|Natal, Rio Grande do Norte||Beer|
|Guarulhos, São Paulo||Beer||LATIN AMERICA SOUTH (LAS)|
|Uberlândia, Minas Gerais||Beer||Huachipa, Peru||Mixed|
|Sete Lagoas, Minas Gerais||Beer||Sullana, Peru||Soft Drinks|
|Petrópolis, Rio de Janeiro||Beer||Guyaquil, Ecuador||Beer|
|Águas Claras, Sergipe||Mixed||Cympay, Uruguay||Malt|
|Aquiraz, Ceará||Mixed||Musa, Uruguay||Malt|
|Camaçari, Bahia||Mixed||Malteria Pampa, Argentina||Malt|
|Cebrasa, Goiás||Mixed||Quilmes, Argentina||Beer|
|Cuiabá, Mato Grosso||Mixed||Corrientes, Argentina||Mixed|
|Jaguariứna, São Paulo||Mixed||La Paz, Bolivia||Beer|
|João Pessoa, Paraíba||Mixed||Santa Cruz, Bolivia||Beer|
|Itapissuma, Pernambuco||Mixed||Cochabamba, Bolivia||Beer|
|Nova Rio, Rio de Janeiro||Mixed||Huari, Bolivia||Beer|
|Manaus, Amazonas||Mixed||Tarija, Bolivia||Beer|
|Minas, Minas Gerais||Mixed||Santiago, Chile||Beer|
|Teresina, Piauí||Mixed||Minas, Uruguay||Beer|
|Águas Claras do Sul, Rio Grande do Sul||Mixed||Ypane, Paraguay||Beer|
|Piraí, Rio de Janeiro||Mixed||Zarate, Argentina||Mixed|
|Curitibana, Paraná||Soft Drinks||Mendoza, Argentina||Beer|
|Contagem, Minas Gerais||Soft Drinks||Montevideo, Uruguay||Mixed|
|Jundiaí, São Paulo||Soft Drinks||Cordoba, Argentina||Soft Drinks|
|Sapucaia, Rio Grande do Sul||Soft Drinks||Trelew, Argentina||Soft Drinks|
|São Paulo, São Paulo||Labels||Buenos Aires South, Argentina
||Soft Drinks and Juices|
|Manaus, Amazonas||Crown Cap||Tucuman, Argentina||Soft Drinks|
|Campo Grande, Rio de Janeiro||Glass Bottle||Tres Arroyos, Argentina||Malt|
|Manaus, Amazonas||Concentrate||Llavallol, Argentina||Malt|
|Maltaria Navegantes, Rio Grande do Sul||Malt||Acheral, Argentina||Beer|
|Maltaria Passo Fundo, Rio Grande do Sul||Malt||Coroplas, Argentina||Crown Cap|
|Sacaba, Bolivia||Soft Drinks|
|Ambev Centroamerica, Guatemala||Beer||El Alto, Bolivia||Soft Drinks|
|Santo Domingo, República Dominicana||Beer||Enalbo, Bolivia||Cans|
|Hato Nuevo, República Dominicana||Soft Drinks|
In the end of December, 2014 Ambev had 51,871 employees in total; 38,381 in Brazil and CAC, 10,872 in Latin America South and 2,619 in Canada.
The functional and reporting currency of Ambev is the BRL (Brazilian Real).
Ambev’s consolidated and statutory financial statements are prepared in accordance with the International Financial and Reporting Standards (IFRS) and the accounting practices adopted in Brazil released by the committee of accounting practices ("CPC - Comitê de Pronunciamentos Contábeis") and approved by the CVM. The consolidated financial statements are reported in IFRS since 2008 and the statutory statements since 2010.
In the year end of 2014, the Ambev’s total production capacity was of 199.7 million of hectoliters for beer and 92.6 million of hectoliter for CSD & NANC.
Demographics, income and innovation are the main drivers for the long term growth of beer and soft drinks industries in Brazil. Looking at the short term, we identify that the main drivers which impact the beer and soft drinks industries growth in Brazil are: price to consumer, disposable income and weather (temperature and rains).
In the end of 2014 we had around 107 direct distribution centers and 147 third-party distributors throughout Brazil.
The weight of direct distribution through our direct distribution centers (versus distribution through third-party distributors) in Brazil volumes varies monthly, but currently is around 70% of Brazil total volumes.
The weight of returnable packages (versus one-way packages) in Brazil Beer volumes varies monthly, but on average currently corresponds to 60% of volumes.
Nowadays on average 60% of our Brazil volumes is on premise and 40% is off premise.
Approximately 20% of our COGS in Brazil correspond to fixed costs and industrial assets depreciation. The remaining 80% are variable costs, of which the main components are described below:
Beer Brazil: on average 40% of our variable cost is aluminum, 15% malt and 8% labor, the remainder is spread amongst many other components.
CSD Brazil: on average 25% of the variable cost is sugar, 25% is PET resin, 15% is aluminum and 8% labor, the remainder is spread amongst many other components.
Between 35% and 40% of our gross cost is exposed to USD, mostly because the commodities prices are in USD.
The Company has a hedge policy according to which we have to be covered on average 12 months forward from the current month for our exposure in currency and the main commodities that impact our COGS (cost of goods sold). We have the flexibility of two months, so we can execute hedge contracts from 10 to 14 months ahead.
This hedge policy aims to mitigate our exposure to risks related to the prices of commodities and to currency devaluation and to provide us time to adapt our structure in case there is a significant variation on prices in the market. Decisions regarding hedging are made according to our risk management policy, taking into consideration the amount and duration of the exposure, market volatility and economic trends.
In order to project the SG&A growth in Brazil in the future, the analyst can use the following algorithm: a growth of 30-40% of the volume growth summed 1-2 p.p. due to the higher weight of direct distribution summed to inflation.
It is important to emphasize that we will not be bound by the algorithm and will implement good ideas that can improve the Company’s profitability.
Ambev has its shares traded in the BM&FBOVESPA S.A. - Bolsa de Valores, Mercadorias e Futuros and in the NYSE - New York Exchange though American Depositary Receipts - ADRs.
The shares, all common, are traded in BM&FBOVESPA S.A. with the ticker ABEV3 and in the NYSE with the ticker ABEV.
ADR means American Depositary Receipt and is the share receipt of a company outside of the US, issued and under the custody of a North American bank. It is a trading instrument created to make it possible for securities issuers from other countries to follow the North American terms and regulation for securities registration, and to make it easier for the investors in the US to receive dividends. The price of an ADR is generally close to the stock price in its original market, adjusted by the ratio between the ADR and the original share (Ambev’s ratio is 1 ADR = 1 original share). The individual shares represented by an ADR are called American Depositary Shares (ADS).
Ambev has ADRs Level II listed in the NYSE. The Level II ADR program requires the company to fully register according to the Securities Act and also to release all of the information required by the Securities Exchange Act of 1934.
Bradesco is the depositary bank for Ambev shares in Brazil and The Bank of New York Mellon is the depositary bank for Ambev ADRs in US.
The depositary agent is responsible for the bookkeeping of the shares, the records of shareholders, the update and tracking of payments of outlays and the exercise of rights and receipt of amounts distributed by the Company.
In order to invest in Ambev stocks, the person interested should look for a stockbroker that is able to give him/her support and intermediate the negotiation on the stock market. In order to obtain a list of brokerage firms with contact information, go to the BM&FBOVESPA website (www.bmfbovespa.com.br) in the section Participants/Brokers.
The shares can be held by:
The amount of shares in the market is periodically updated in the IR website - Shareholder Information/Listings.
Yes. In October 2000 and December 2010 there were stock splits of 1 to 5.
Yes. On June 29, 2007, at an Extraordinary Shareholders Meeting, shareholders approved a reverse stock split of our common and preferred shares at a ratio of 100 existing shares to 1 share of the capital stock after the stock grouping, without change to the total capital stock. As of August 2, 2007, the Company’s shares, already grouped, were traded based on a per share price instead of in round lots of 1,000 shares.
Yes. In May, 2005 there was a bonus of 1 common share granted for each 5 common or preferred shares held, in other words, the shareholder received in common shares 20% of the total number of shares held.
The timing, frequency and amount of future dividend payments will depend upon various factors the Board of Directors of Ambev considers relevant, including the earnings and the financial condition of Ambev. All decisions regarding dividend payments will be communicated through CVM, SEC and the Investor Relations website.
Ambev’s bylaws provide for a mandatory dividend of 40% of its adjusted annual net income, if any, as determined under Brazilian Corporate law accounting principles in the parent company financial statements. The mandatory dividend includes amounts paid as IOC (interest on own capital). However, payment of such IOC is subject (including ADRs) to Brazilian withholding income tax, whereas no such payment is required in connection with dividends paid.
In order to access more information about dividends and the updated Ambev payout history access the IR website - Shareholders Information/Payout.
Brazilian companies are permitted to distribute earnings to shareholders under the concept of interest on own capital, or interest on shareholders‘ equity, calculated using the Company’s equity accounts, except certain reserves, multiplied by the TJLP. The TJLP is the official interest rate defined by the Central Bank and used as reference in long-term loans provided by the BNDES.
The amounts paid IOC are deductible for Ambev’s income tax and social contribution on net profits purposes. This deduction is limited to the greater of (i) 50% of the net income (after social contribution on net profits, and before taking the interest on shareholders’ equity or income tax into account); or (ii) 50% of retained earnings plus any earnings reserves as of the initial date of the period in respect of which the payment is made.
The IOC is treated similarly to dividends for purposes of income distribution. The only significant difference is that a 15% withholding tax is due by non-exempt shareholders, resident or not in Brazil, upon receipt of such interest payment, which tax is collected by the Company on behalf of its shareholders when the distribution is implemented.
The amount shareholders receive as IOC net of taxes is deducted from the mandatory dividend owed to shareholders.
Bradesco is the depositary bank for Ambev shares at BM&FBOVESPA and The Bank of New York Mellon is the depositary bank for Ambev ADRs at NYSE. Bradesco and The Bank of New York Mellon are responsible for processing the dividends and IOC payments from Ambev to shareholders.
For shareholders with stocks registered at Bradesco, information can be obtained in any Bradesco branch in all Brazilian territory. For those shareholders who own stocks with custody in a brokerage firm, all information can be obtained through that institution.
Since 1988 it is no longer allowed by Brazilian Corporate Law to negotiate bearer shares in the market. Therefore, shareholders that own shares issued this way should contact a Bradesco branch in all Brazilian territory with the necessary personal identification documents and the original certificates of the shares to make the conversion to registered shares without the emission of certificates. All the changes to the Company’s shares (bonus, grouping, splits, etc) are attributed to the original shares, but only the amounts payed as dividends in the last three years will be received by the shareholder, because the amounts payed before that period prescribe according to the Brazilian Corporate Law.
If you have specific questions about Ambev’s shares or financial information, you may contact our Investor Relations team through the contact information available at the IR website - Contact IR. However, we encourage you to first review our IR website, which provides a vast amount of helpful information.
The fastest and most efficient way to have access to our reports is through our IR website - SEC/CVM Filings. It is also possible to order a printed version of our 20-F report sending an email to the IR team.
In case you want to receive email notifications when Ambev publishes its earnings or sends other communications to the market you can register at our IR website - Subscribe to Email Alert.
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