AmBev SA

08/19/2021 | Press release | Distributed by Public on 08/19/2021 04:02



AMBEV S.A. ('Company' or 'Issuer') informs the information required in Annex 30-XXXIII of CVM Instruction No. 480/09 regarding transactions of purchase of aluminum cans ('Cans') by its Canadian subsidiary, Labatt Brewing Company Ltd. ('Labatt'), as per the terms agreed during 2020 with Anheuser Busch Packaging Group Inc ('AB Package'), a company controlled by the indirect controlling shareholder of the Company, Anheuser-Busch InBev SA/NV ('AB InBev'), in conformity with the required corporate approvals of the Company ('Transactions')[1].

Parties Labatt and AB Package
Relationship between the parties and the Issuer AB Package and the Issuer are under common control of AB InBev. Labatt is controlled by the Issuer.
Object and main terms of the Transactions

The purpose of the Transactions is the purchase of cans produced by AB Package, for the production of finished products by Labatt, in Canada.

In consideration for the purchase of Cans, Labatt pays AB Package an amount determined based on prices and costs practiced in the international market.

Possible involvement of the counterparty, its partners or managers in the decision process concerning the Transactions or the negotiation of the Transactions as representatives of the Issuer

Neither AB Package nor its shareholders or managers participated in Labatt's decision concerning the Transactions and their terms, as well as they did not act as representatives of Labatt on the negotiations.

Labatt's decision was made independently, following the rules of the Company's Related Parties Transactions Policy and Bylaws. The Transactions were analyzed and recommended by the Company's Related Parties and Antitrust Conducts Committee and, subsequently, analyzed and approved by the Board of Directors, provided that no board member related to AB Package and/or AB InBev participated in the discussions concerning the Transactions nor in the resolutions that approved them.

[1]When segregating the transactions of the Company and its subsidiary with related parties by parties and common matters, in order to identify 'related transactions', there are only the Transactions involving an amount higher than R$50,000,000.00.

Detailed justification of the reasons why the management of the issuer considers that the Transactions complied with the commutative conditions or provides for an adequate compensatory payment

The purchased Cans are used to manufacture finished products that make up Labatt's portfolio.

Transactions with AB Package are carried out in an integrated manner with the AB InBev group's production, distribution and logistics network, adding value to both contracting parties, due to the group's synergies, and observe conditions similar to those practiced by Labatt in the purchase of cans with independent third parties.

The acquisition of Cans by Labatt is justified, as they make up the packaging mix of finished products sold by Labatt, as part of its long-term commercial strategy of expanding the scale of alcoholic beverages categories in Canada.

Labatt's management carried out a detailed analysis of the terms of the Transactions, ensuring the adequacy of such terms with the business premises entered into on an arm's length basis.

São Paulo, August 18, 2021.

Ambev S.A.

Lucas Machado Lira

Chief Financial and Investor Relations Officer