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Material Fact Notice - Corporate Restructuring Proposal

Material Fact Notice - Corporate Restructuring Proposal

Companhia de Bebidas das Américas - AmBev (the "Company"), in compliance with the provisions of Instructions Nos. 358/2002 and 319/1999 of the Brazilian Securities Commission (the "CVM"), and supplementing the information disclosed in the Material Fact Notice dated 12.07.2012, informs the following:

For purposes of the conversion of the Company‘s current dual-class share structure, comprised of common and preferred shares, into a single-class share structure comprised exclusively of voting common shares, a proposal for the merger of all shares issued by the Company and not held by Ambev S.A. ("Ambev S.A." and, together with the Company, the "Companies"), a company registered with the Brazilian National Taxpayer Registry under CNPJ No. 07.526.557/0001-00), and controlled by Interbrew International B.V ("IIBV"), subsidiary of Anheuser-Busch InBev S.A./N.V. ("ABI"), into Ambev S.A. (the "Stock Swap Merger") will be presented to the shareholders of the Company in accordance with the terms set forth below.

Click here to access the Material Fact Notice.

Click here to access the Appraisal Report.

Click here to access the Protocol and Justification of Merger.

Contact IR

+(55 11) 2122-1414 / 2122-1415

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