AmBev Calls Extraordinary Shareholders Meeting.SAO Sa´o n. 1. (Zool.) Any marine annelid of the genus Hyalinæcia, especially H. tubicola of Europe, which inhabits a transparent movable tube resembling a quill in color and texture. PAULO Paulo is the Portuguese form of the given name Paul:
See America. -- AmBev AmBev Companhia de Bebidas das Americas (NYSE NYSE See: New York Stock Exchange :ABV ABV Above ABV Alcohol By Volume ABV Abuja, Nigeria (airport code) ABV Assault Breacher Vehicle ABV Accredited Business Valuation specialist ABV Auxiliary Building Ventilation ABV Annual Buy Value ABV Air Bleed Valve ) (NYSE:ABVc) (Bovespa: AMBV4) (Bovespa:AMBV3) today announced it will hold an Extraordinary Shareholders Meeting on August, 27th, 2004, at 8:00 a.m.. The meeting will be at the Company's headquarters, located in the City of Sao Paulo, State of Sao Paulo, at Rua Dr. Renato Paes de Barros, 1017, 4th floor (part of), suites 41 and 42, Itaim Bibi BIBI Benthic Index of Biotic Integrity , in an Extraordinary Shareholders' Meeting shareholders' meeting n. a meeting, usually annual, of all shareholders of a corporation (although in large corporations only a small percentage attend) to elect the Board of Directors and hear reports on the company's business situation. , to resolve about the following AGENDA:
(i) modify the authorized limit for the increase of Company's capital
regardless of the necessity of a statutory amendment from
45.000.000.000 to 70.000.000.000 shares, therefore amending
article 10 of Company's bylaws; and
(ii) discuss the merger of Labatt Holding into the Company, taking
into consideration the terms and conditions established in the
protocol and justification of incorporacao, which constitutes an
exhibit to the minutes of Company's Extraordinary Shareholders'
Meeting held on May 18th, 2004 ("Protocol and Justification"),
and for this purpose:
a. examine, discuss and approve the appraisal report of the net
worth of Labatt Brewing Canada Holding Ltd. ("Labatt
Holding"), drawn up, for the purposes of the provisions of
article 226 and according to the terms of article 8, both of
Law No. 6,404/76, by the specialized company APSIS
Consultoria Empresarial S/C Ltda.; and
b. discuss the increase in Company's capital as a result of the
merger mentioned in item (iv) above, upon transfer of Labatt
Holding's net worth to the Company, with the issue of
7.866.181.882 common and 11.398.181.319 preferred shares to
be attributed to the sole shareholder of Labatt Holding,
based on the exchange ratio determined in the Protocol and
Justification; and, consequently amending the head of article
5 of the Company's Bylaws.
General Information:
-- As mentioned in the Press Release published on March 18th,
2004, the proposal of the merger of Labatt Holding into the
Company submitted to the Brazilian Central Bank for exchange
and foreign capital registration purposes was subject matter
of prior authorization on July 23, 2004.
-- The following documents remain available for the shareholders,
at the Company's headquarters and in the Internet -- site
www.ambev-ir.com, under investors, section news: (i) Protocol
and Justification of Incorporacao, including the proposal of
amendment to the heading of article 5 of the Company's bylaws;
and (ii) economic value appraisal reports of the Company and
of Labatt Holding drawn up by Citigroup Global Markets Inc.
and by JP Morgan Securities Inc., and corresponding exhibits.
Additionally, the following documents are available for the
shareholders, as of today and in the same places indicated
above: (iii) the final appraisal report of Labatt Holding's
net worth and corresponding exhibits through which one can
verify that it is worth at least R$14.791.198.000,00; and (iv)
the comparison of the net equities of the Company and of
Labatt Holding, at market prices, pursuant to article 264 of
Law No. 6,404/76, furnished for shareholders information.
-- The proxies granting special powers for purposes of
shareholders' representation at the meeting referred to herein
shall be deposited at the Company's headquarters, in the Legal
Department, with at least three (03) business days prior to
the date set for the holding of the meeting.
-- The participant shareholders of the Fungible Custody of
Registered Shares of the Sao Paulo Stock Exchange - BOVESPA
that wish to participate in this meeting shall deliver
statement containing its corresponding equity interest, issued
by the competent depositary institution at least forty-eight
(48) hours before the holding of the meeting.
Valuation reports and other documents related to the Extraordinary Shareholders Meeting can be found at WWW WWW or W3: see World Wide Web. (World Wide Web) The common host name for a Web server. The "www-dot" prefix on Web addresses is widely used to provide a recognizable way of identifying a Web site. .AMBEV-IR.COM (1) (Computer Output Microfilm) Creating microfilm or microfiche from the computer. A COM machine receives print-image output from the computer either online or via tape or disk and creates a film image of each page. . For additional information, please contact AmBev Investor Relations Investor relations The process by which the corporation communicates with its investors. : Pedro Aidar, (5511) 2122-1415, acpaidar@ambev.com.br or Fernando Vichi, (5511) 2122-1414, acfgv@ambev.com.br. |
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