Professional Documents
Culture Documents
2003
US$ million
2003
R$ million
2002
R$ million
% Change
2,821
1,507
628
749
459
8,684
4,640
1,933
2,306
1,412
7,325
3,984
1,933
2,051
1,510
18.5%
16.5%
0.0%
12.4%
-6.5%
877
5,133
2,070
1,510
2,534
14,830
5,980
4,363
3,505
12,381
4,487
4,130
-27.7%
19.8%
33.3%
5.6%
998
280
3,072
35.4%
862
32.4%
2,710
37.0%
545
36.6%
13.4%
58.3%
39.83
12.09
7.52
8.27
115.07
37.23
23.14
25.45
107.94
39.48
12.40
13.64
6.6%
-5.7%
86.6%
86.6%
9,135
1,193
68
26,392
3,447
196
37,913
379.1
19,686
982
79
38,258
382.6
34.1%
251.1%
148.2%
-0.9%
-0.9%
Income statement
Net sales
Gross profit
SG&A expenses
EBIT
Net income
Balance sheet
Cash and equivalents
Total assets
Total debt
Shareholders equity
Cash flow and profitability
EBITDA
EBITDA margin
Capital expenditures
Return on equity (%)
Per share ($/1,000 shares)
Book value
EPS
Dividends (ON)*
Dividends (PN)*
Capitalization
Market capitalization
Net debt
Minority interest
Shares outstanding**
ADRs equivalent
AmBev /Ibovespa
180
160
140
120
100
80
60
40
20
0
Dec 00
AmBev
Dec 02
Dec 03
4 3
Ibovespa
28.7%
1
2001 1,990
2002 2,710
2003 3,072
30.5%
37.0%
35.4%
01
Distribution network
Facilities
52
Points of sale
1,700,000
Installed capacity (million hl/year) 175.9
Employees
Manufacturing
9,823
Sales and distribution
7,745
Headquarters/administrative
1,322
10
5
3
2
7
Brazil
Overview
Brazil is AmBevs home country and core
business division. It is the worlds fourth largest
beer market and third largest soft drinks market,
where AmBev holds 67% and 17% market share,
respectively.
Key brands
Skol, Brahma, Antarctica, Bohemia and
Guaran Antarctica
International
Overview
During 2003, in addition to our operations in
Brazil, AmBev was present in nine other
countries across Latin America, including the
Southern Cone (with a leading position through
our strategic alliance with Quinsa), the Andean
region and Central America.
Key brands
Quilmes, Brahma, Pepsi
1/Argentina
4/Chile
7/Paraguay
10/Venezuela
Plants: 7
Installed capacity: 17.3
(million hl/year)
POS reached: 311,000
Plants: 1
Installed capacity: 0.8
(million hl/year)
POS reached: 13,000
Plants: 1
Installed capacity: 2.2
(million hl/year)
POS reached: 48,000
Plants: 1
Installed capacity: 2.2
(million hl/year)
POS reached: 23,000
2/Bolivia
5/Ecuador
Plants: 6
Installed capacity: 3.1
(million hl/year)
POS reached: 52,000
Plants: 1
Installed capacity: 0.9
(million hl/year)
POS reached: 13,000
3/Brazil
6/Guatemala
Plants: 29
Installed capacity: 141.1
(million hl/year)
POS reached: 1,000,000
Plants: 1
Installed capacity: 1.0
(million hl/year)
POS reached: 30,000
Volume contribution
56%
27%
13%
2%
2%
Skol 1
Brahma 2
Antarctica 3
Outros 4
Bohemia 5
3
4 5
Volume contribution
71.6%
8.2%
7.3%
5.9%
2.9%
1.9%
1.7%
0.4%
0.1%
Argentina 1
Bolivia 2
Paraguay 3
Venezuela 4
Uruguay 5
Chile 6
Peru 7
Guatemala 8
Ecuador 9
1
2
3
4
5
6
8
7
9
8/
Peru
Plants: 3
Installed capacity: 6.1
(million hl/year)
POS reached: 141,000
9/
Uruguay
Plants: 2
Installed capacity: 1.7
(million hl/year)
POS reached: 43,000
Sales /US$
AmBevs expansion
in 2003 is a genuine
case of success. As
the leading brewer in
Latin America, we are
definitely the best
positioned company
to benefit from the
beverage market
growth in the continent.
Juan Manuel
Vergara Galvis
International
Operations
Executive Officer
Sales /US$
2,481m
EBITDA & EBITDA margin
/US$
915m
37%
340m
EBITDA & EBITDA margin
/US$
83m
25%
02/03
1/
People
2/
Top line
3/
Improving
4/
Continually
5/
Enhance
& culture
growth
distribution
efficiency
execution
reducing
costs &
expenses
profitability
Financial discipline
The combined effect of lower volumes and higher costs
offset all of our operating improvements, and consequently
AmBev delivered results in Brazil that were not in line with our
own profitability expectations or our industry-leading track
record. EBITDA from Brazilian operations, that grew by 38%
in 2002, grew by only 6% in 2003.
While AmBev strengthened its position at home to meet
challenges, we also made significant strides in building our
international presence to complement AmBevs core
business and fully seize future growth opportunities.
We embarked on a deliberate and consistent expansion
to boost our position in select Latin American markets,
reflecting our role as The American Beverage Company.
Through a combination of alliances, greenfield developments
and acquisitions, AmBev now spans the whole of South
America, with the exception of Colombia and the Guyanas,
and extends into northern Central America. These are all fastgrowing markets and our proven skill sets and clear drivers
will support our efforts to build value in these markets.
By the end of January 2003 we concluded our strategic
alliance with Quinsa, consolidating our leading position in
South America. Quinsa is the number one brewer in
Argentina, Bolivia, Paraguay and Uruguay, and it also holds
a 10% market share in Chile. These are all markets with
significant potential.
We have already captured significant synergies in 2003 from
this alliance. The successful integration of AmBevs Southern
Cone assets into Quinsas operations boosted the results for
the new combined entity, allowing Quinsa to deliver a 108%
pro forma EBITDA growth.
In the second half of the year, we started operations in
Central America. Cerveceria Rio, our joint venture in
Guatemala, launched the production and sales of our Brahva
beer brand, achieving an impressive 30% market share in
only four months.
04/05
Performance-driven
compensation
Our aggressive variable
compensation system creates a
strong commitment to AmBevs
corporate goals and sense of
ownership among our
employees. Generous employee
bonuses are paid only when
corporate goals are met.
Because we did not meet our
corporate targets, there were no
employee bonuses in 2003 (with
the exception of certain factory
workers who met industrial
efficiency targets).
World-class trainee program
Founded in 1990, AmBevs
trainee program is a valuable
tool to attract young talent and
prepare them for AmBevs
challenges and opportunities.
This program has trained more
than 500 professionals, six of
whom are currently Executive
Officers in the Company. In 2003,
almost 16,000 people applied; 37
were recruited, 18 of them
internationally.
Bonus evolution
2001 R$ 81.3m
2002 R$ 112.3m
2003
R$ 23.7m
Investments
in training
2002 R$ 10,022m
2003 R$ 10,917m
Training programs deliver value
We invest a great deal of time
and effort training and preparing
our people to make increasingly
valuable contributions to the
Company. Training courses at
AmBev are offered through our
AmBev University program, and
range from one-day workshops
to one-year extended courses in
varied areas of studies, such as
industrial, brewing, business
management and sales.
Market share
AmBev is committed to recovering Brazilian market share
back to the 67 70% range by leveraging brand equity,
reinforcing consumer preference, and increasing brand
prominence while preserving profitability.
No.1
AmBev operates in 13 countries
and 3 continents
AmBev has operations in
12 countries spanning Latin
America*, representing
sales of more than 95 million
hectoliters per year**. The
combination with Interbrew
takes AmBev even further,
giving access to North America.
These markets represent an
attractive mix of stable currency
revenues as well as exciting
growth markets.
* Including Dominican Republic and Nicaragua,
which were added in 2004.
** Considering the totality of Quinsas volumes.
06/07
Improving our
distribution, efficiency
and execution
1.7
Consolidation of third-party
distributors
The number of multi-brand
operators increased from 28%
to 46% of total third party
exclusive distributors in 2003.
The consolidation of our
distribution network to
exclusive AmBev-brand
operators significantly improves
our ability to implement revenue
management initiatives.
37%
of total volumes sold through
direct distribution
AmBevs direct distribution
network sold 37% of AmBevs
total volumes in Brazil in 2003.
Our expanded salesforce is now
present in each major Brazilian
city, optimizing the Companys
go to market capabilities,
improving service to the retail
channel and advancing
AmBevs understanding of
the marketplace.
Cost reduction
Another key strategic driver at AmBev is our continuous
effort to reduce costs and expenses. Every year we challenge
ourselves to achieve reductions in real terms in our cost
structure. AmBevs Supply Chain Department closely follows
the evolution of inflation, commodity prices and currency
exchange ratios, working out ways to mitigate possible
negative impacts in our production costs. From improved
agreements with suppliers to higher plant efficiency, there
is a relentless pursuit of cost reduction.
Continually
reducing costs
and expenses
Increased plant efficiency
To improve industrial
process efficiencies, AmBev
implemented the Manufacture
Project, which developed
standard procedures and
execution guidelines in our
production lines. The project
focuses on four aspects:
people, plant management,
maintenance and quality, and
was rolled out to all plants early
in 2003. Consequently, we have
been able to improve production
line efficiency by 1,000 basis
points to 86% in 2003.
Manufacture
Project structure
4%
Maintenance
Results
Management
Environmental improvements
contribute to productivity gains
AmBev promotes eco-efficiency
by developing technologies,
processes and resources
that minimize the environmental
impact of our Companys
operations, while maintaining
our competitiveness.
AmBev carefully manages
production losses, reducing
environmental impact as well
as creating production chain
productivity gains.
Raw material
losses
2001 8.58%
2002 7.97%
2003 6.41%
Water consumption
per hl produced (hl/hl)
2001 5.62
2002 5.36
2003 4.88
People
<None>/09
08/09
We work hard to
have our products
always available
for prompt delight.
Brahma sponsors
Barreto, the largest
cow stampede in
Latin America.
Brazilians toasted
2004 with Brahma.
to a corporate perspective,
and our marketing executives
concentrated on redefining
our brand positioning. New
campaigns were launched
during the fourth quarter of
2003, helping AmBev to reverse
the market share loss. Moving
into 2004, it is paramount
that we maintain the right
positioning for our three
mainstream brands Skol,
Brahma and Antarctica will
reaffirm their rankings as
one, two and three in both
consumers preference and
market share.
On the trade front, AmBevs
Brazilian distribution system is
unparalleled, and the Company
is moving on several fronts to
leverage this valuable asset and
to anticipate and overcome any
initiative launched by the other
market players.
First, we have streamlined our
third-party distributors, with
the objective of establishing
a single operator for our three
mainstream brands in each
sales district in Brazil. Despite
maintaining separate sales
forces for each portfolio of
brands, some cost synergies
related to economies of scale
10/11
Gatorade is the
absolute leader in
the profitable sports
drinks market.
12/13
International Operations
AmBev significantly expanded
its International Operations
in 2003. Its contribution to
AmBevs consolidated EBITDA
increased to 8.4% compared to
1.5% in 2002, with the number of
countries in which we operate
increasing from four to ten in the
same period1 .
The main driver of our improved
performance was the
successful completion of our
strategic alliance with Quinsa,
consolidating AmBevs leading
position in South America.
Quinsa is the number one
brewer in Argentina, Bolivia,
Paraguay and Uruguay, with
a secondary position in the
Chilean market.
After the transaction closed
in January, Quinsa and AmBev
conducted an extensive
integration process, dedicated
to merging the beer assets in
Argentina, Paraguay and
Uruguay. The successful
combination of operations
resulted in significant
operational synergies, which
allowed the newly enlarged
Quinsa to deliver EBITDA
growth, in pro forma terms,
of 108% compared to 2002.
1
Brahma is AmBevs
flagship brand for
international expansion.
Argentinas
unquestionable leader.
Patricia was
successfully positioned
as our premium brand
in Uruguay.
14/15
People
Our commitment to recruiting,
training and retaining the best
people is a key element of one
of our strategic drivers. We
know that AmBev people
represent our greatest
competitive advantage.
operates in Argentina,
Venezuela, Uruguay, Paraguay,
and was launched in Peru in
2003. This year, we screened
almost 16,000 applications to
hire 37 new trainees, 18 of them
from the home markets of our
International Operations.
A pleasant environment
helps to compensate for
AmBevs heavy workload.
Culture
Since its formation, AmBev
has delivered strong results
for its shareholders. We are
proud of that track record, and
we are very clear about the
fundamental contribution that
our culture makes to these
accomplishments.
No matter how hard we have
worked or how creative we have
been, we measure success by
our ability to deliver results. We
continually challenge and drive
ourselves to set new targets and
achieve greater goals.
To deliver excellence, we must
recruit the best people and train
them to meet a variety of
challenges. The motivation,
drive and leadership of our
people is our greatest asset,
allowing us to transfer our goals
into accomplishments. Our
managers believe that hands
on guidance is the most
efficient and effective way to
motivate a workforce. Instead
of formal reports, they insist on
experiencing our operations
first-hand and lead by example.
They are the first ones to work
in the morning and the last to
16/17
Corporate governance
is a critical matter related
to public companies.
Capital market investors
must be assured that
organizations where they
hold stakes are managed
to maximize firm value.
AmBev cares about this.
We believe that such
transparency is achieved
through the coordination
of three basic principles:
An efficient bilateral
communication channel
between the Company
and the market
Appropriate decisionmaking and control
processes
Senior management,
Board members and
counselors experience
and competence
Communication
We are heavily committed to
presenting and discussing with
the market a detailed analysis
of our quarterly results. We are
concerned that people
understand the fundamentals
of our business and how the
main drivers lead to the results
we present. To achieve this we
conduct quarterly conference
calls following the publication
of our earnings releases; we
also conduct roadshows and
hundreds of meetings with
analysts and investors
every year.
Decision-making
and control processes
The definition of AmBevs longterm strategy, as well as the
maintenance and improvement
of current competitiveness,
is the responsibility of the
Board of Directors, supported
by a number of committees
and councils.
Members:
Board of Directors
The Board of Directors has nine
members, seven of whom were
elected for a three-year term in
1999 at a General Shareholders
Meeting and, in 2002, had their
mandates extended until 2005.
The remaining Board members,
Diego Miguens and Magim
Rodriguez, took their seats
in April 2003 and February 2004
respectively. Board members
use their sound knowledge
of the business to ensure that
AmBev reaches its long-term
goals while preserving
competitiveness. Also, the
Board of Directors ensures
that AmBevs corporate values
are practiced and disseminated.
Day-to-day management
activities are performed by
AmBevs executive officers,
who are elected by the Board
of Directors for a two-year term.
Shareholders
GSM
Companys by-law
Fiscal
Council
Executive
Committee
Board of Directors
Audit
Committee
Executive
Officers
Advisory
Committee
Finance
Committee
Executive Committee
The Executive Committee is the
main link between the policies
and decisions taken by the
Board of Directors and AmBevs
management team. The explicit
responsibilities of the Executive
Committee are:
to present medium-term
planning proposals to
the Board of Directors,
with their respective
pluriannual projects;
to propose annual
performance targets for
the Company, as well as the
necessary budgets to reach
the projected goals; and
to monitor the Companys
positioning by analysis
of results and market
developments.
The Executive Committee is also
responsible for the interests of
AmBevs employees, and its
members are involved in
recruiting programs, variable
compensation policies and in
the dissemination of the
Companys culture.
The Executive Committee holds
at least eight meetings per year,
in which are discussed, among
other matters: the evolution
of the Companys results, the
beverage market, integrated
planning, goals, budget,
people, investment planning,
compensation policy, and
pricing policy.
The members of the Executive
Committee are also members of
the Board of Directors. They are
appointed according to their
strong experience in the
beverage business.
Members:
Audit Committee
The Audit Committee acts on
behalf of the Board of Directors
and is responsible for
monitoring the integrity and
accuracy of the Companys
financial statements and the
performance of internal and
external auditors.
Moreover, it oversees the
Companys compliance
with the legislation in relation
to its operations, the
management of its internal
controls and the appointment
of external auditors.
18/19
Formed by companies
whose evolution has been
part of Brazilian history for
more than a century, AmBev
has learned the importance
of a serious commitment
towards the improvement
of the quality of life in the
communities where it
operates. During 2003 we
worked to a strategy built on
corporate responsibility and
ethical principles, which is
focused on three key pillars:
Responsible Consumption
of Alcohol
Responsibility Towards
the Community
Environmental
Responsibility
Responsible consumption
of alcohol
As one of the largest beverage
companies in the world,
responsible consumption of
alcohol is one of the most
important issues in our
corporate responsibility policy.
International experience and
internal research conducted by
the Company show that the
utilization of supervising
measures, by Government,
associated with educational and
awareness campaigns, are the
best way to achieve satisfactory
and effective results.
Based on that research,
we have been working on
two main programs. The first
of them is named AmBev and
Responsible Consumption, and
it is aimed at our clients, points
of sale, and final consumers,
including several actions to
promote the responsible
consumption of our beer
brands. The two main issues
tackled by this program are the
incompatibility of drinking and
driving and the prevention of
alcohol consumption by people
under 18 years old, the legal age
for drinking in Brazil. The
second program is targeted
internally on our marketing
department, the advertising and
Responsible
consumption is
fundamental for the
sustainability of the
beverage industry.
Responsibility towards
the community
AmBev runs a number of
continuous initiatives dedicated
to improving the social and
economic situation of the
communities in which we
operate. Some of these
initiatives include:
Maus Project
An initiative developed in the
city of Maus, located in the
Amazon region, which is the
greatest source of the guaran
fruit used by AmBev. The purpose
of this project is the economic,
social and environmental
development of the region, based
on the improvement of guaran
cultivation techniques. In
partnership with the local
city hall, Embrapa (Brazils leading
agriculture research center) and
IDAM (the Institute for the
Development of the Amazon
region), the project provides
technical assistance to local
farmers and supports research
to improve cultivation productivity.
Recycling Library
An engagement in partnership
with the non-governmental
organization Ecomarapendi,
dedicated to the development
of recycling activities. We have
developed one of the largest
information centers dedicated
to this matter in Latin America.
Furthermore, we have also
established a supply system to
artists who work with waste as
their primary raw material, and
created a special program,
Solidarity Recycling, devoted
to assisting cooperatives of
waste collectors.
Education Programs
AmBev acknowledges the
relevance of education as a
fundamental component of
sustainable development. We
support different initiatives
dedicated to improving access to
schools and to reducing illiteracy.
AmBev sponsors the work of
SolidaryEducation, a nongovernmental organization,
in four cities in the North and
Northeast regions of Brazil, located
in critical areas where illiteracy
levels are higher than 21%. Another
initiative fully supports the Walter
Belian Technical School, located in
Skol sponsored
a broad campaign
dedicated to the
prevention of drinking
and driving.
Clean technologies
We have made a clear
commitment to promote
sustainable development and
the search for eco-efficiency,
which means producing the
minimum impact on the
environment, often exceeding
legal requirements. We use
clean technologies including
machinery that leads to less
waste and no toxic substances,
chemical by-products or heavy
metals and constantly
research new technologies,
production processes and
raw materials.
Waste recycling
Another success of our
environmental policy is the
recycling of industrial
production waste. Currently,
this index is at 95% and our
goal is to reach 100%. In some
plants it is already at 99%,
thanks to the efficiency of the
selective collection system,
rigorous enforcement of the
rules established in AmBevs
Environmental Procedures
Manual and specific programs,
such as the destination of waste
for the manufacturing of animal
food, fertilizers and packaging.
Full of nutrients,
by-products of the water
filtering process in compound
plants are turned into fertilizer.
This reutilization cycle produces
valuable benefits to the
environment, to communities
and to the Company itself.
AmBev contributes to the
protection of the environment
and benefits the economy by
creating direct and indirect jobs
as an intelligent alternative
to simply dumping waste.
20/21
01 /
02 /
03 /
04 /
05 /
06 /
07 /
08 /
09 /
10 /
11 /
12 /
13 /
Board of Directors
Fiscal Council
Executive Directors
Jos Fiorita
11 / Milton Seligman
Corporate Relations
Executive Officer
12 / Pedro de Abreu Mariani
General Counsel
13 / Ricardo Wuerkert
People and Management
Executive Officer
<None>/23
22/23
2003
2002
Change %
84,310
103.0
8,683.8
81,590
89.8
7,325.3
3.3%
14.7%
18.5%
Gross profit
Gross margin (%)
4,639.6
53.4%
3,983.6
54.4%
16.5%
EBIT
EBIT margin (%)
2,306.1
26.6%
2,050.9
28.0%
12.4%
EBITDA
EBITDA margin (%)
3,072.4
35.4%
2,710.4
37.0%
13.4%
Net income
EPS R$/000 shares (2)
1,411.6
37.23
1,510.3
39.48
-6.5%
-5.7%
Market capitalization
Return on equity
26,392
32%
19,686
37%
34.1%
(1) Sales volumes include beer, CSD and Nanc. Quinsa consolidation according to the Companys proportional stake in each quarter.
(2) Based on the number of shares outstanding, excluding shares in treasury, at the end of each year.
Values may not add up due to rounding.
2003
2002
Brazil
International
Brazil
International
74,058
7,637.7
(3,509.4)
10,252
1,046.1
(534.7)
77,650
6,929.0
(3,127.6)
3,939
396.3
(214.1)
Gross profit
Gross margin (%)
Sales, general and administrative expenses
4,128.3
54.1%
(1,957.5)
511.3
48.9%
(376.0)
3,801.4
54.9%
(1,767.5)
182.2
46.0%
(165.2)
EBIT
EBIT margin (%)
Total depreciation
2,170.7
28.4%
644.8
135.3
12.9%
121.5
2,033.9
29.4%
635.9
17.0
4.3%
23.6
EBITDA
EBITDA margin (%)
2,815.6
36.9%
256.8
24.6%
2,669.7
38.5%
40.6
10.3%
(1) Sales volumes include beer, CSD and Nanc. Quinsa consolidation according to the Companys proportional stake in each quarter.
Values may not add up due to rounding.
2003
2002
Beer
CSD + Nanc
Others
Beer
CSD + Nanc
Others
55,260
110.7
18,798
70.9
NA
NA
58,010
95.6
19,641
62.6
NA
NA
Net revenues
Cost of goods sold
6,114.6
(2,503.6)
1,332.1
(887.3)
190.9
(118.6)
5,546.4
(2,237.1)
1,228.9
(809.0)
153.7
(81.5)
Gross profit
Gross margin (%)
Sales, general, administrative
expenses
3,611.0
59.1%
444.9
33.4%
72.3
37.9%
3,309.3
59.7%
419.9
34.2%
72.2
47.0%
(1,624.1)
(330.8)
(2.6)
(1,433.4)
(311.7)
(22.4)
1,987.0
32.5%
513.0
114.0
8.6%
131.8
69.7
36.5%
1,875.9
33.8%
549.1
108.2
8.8%
80.5
49.8
32.4%
6.2
2,500.0
40.9%
245.9
18.5%
69.7
36.5%
2,425.0
43.7%
188.7
15.4%
56.0
36.5%
EBIT
EBIT margin (%)
Total depreciation
EBITDA
EBITDA margin (%)
Values may not add up due to rounding.
24/25
Net revenues
Net revenues increased 18.5% to
R$ 8,683.8 million in 2003 (2002:
R$ 7,325.3 million). This increase reflects
the successful performance of our
Brazilian Operations (up 10.2%), which
include the beer segment (up10.2%),
soft drinks (CSD) and non-alcoholic noncarbonated beverages (Nanc) (up 8.4%)
and others malt and by-products (up
24.2%), as well as our significant
expansion abroad during 2003, which
led to a 164% increase in revenues
for the International Operations.
Net revenues Brazilian Operations
Net revenues for the Brazilian Operations
amounted to R$ 7,637.7 million, up 10.2%
(2002: R$ 6,929.0 million). The continuous
focus on our revenue management
strategy, increase of direct distribution,
best practices for POS execution, and our
policy to keep consumer prices stable in
real terms, were the main levers to achieve
this result.
Beer
Due to the combined impact of the
adverse economic scenario (decreasing
disposable income and increasing
unemployment rates), unfavorable
weather and a more competitive
environment, beer volumes decreased
by 4.7% in 2003. Despite this decrease
in volumes, net revenues grew by 10.2%
in 2003, totaling R$ 6,114.6 million. The
good performance of the segment reflects
the 15.7% increase in net revenues per
hectoliter. Although we maintain our
strategic commitment to keep consumer
prices stable in real terms, we managed
to leverage revenue per hectoliter through
our revenue management strategy,
evidenced by the greater participation
of Skol in our sales mix (56.4% in 2003,
55.0% in 2002), as well as by the increase
of direct distribution as a percentage of
total volume of beer sold (32.4% in 2003,
27.1% in 2002).
Cost breakdown
AmBev Brazil
Raw material
Packaging
Labor
Depreciation
Others
Total AmBev Brazil
International Operations
Total AmBev Consolidated
2003
(in R$ million)
2002
(in R$ million)
2003
(R$/hl)
2002
(R$/hl)
Change %
998.9
1,548.9
195.4
272.0
494.2
3,509.4
534.7
4,044.1
794.2
1,383.1
212.3
316.9
421.2
3,127.7
561.1
3,688.8
13.5
20.9
2.6
3.7
6.7
47.4
52.2
48.0
10.2
17.8
2.7
4.1
5.4
40.3
59.5
42.4
31.9%
17.4%
-3.5%
-10.0%
23.0%
17.6%
-12.4%
13.2%
26/27
Gross profit
AmBevs consolidated gross profit rose
16.5% to R$ 4,639.6 million in 2003
(2002: R$ 3,983.6 million). Excluding the
positive impact of the hedging
transactions on the dollar-linked variable
costs in 2002 (R$ 345.7 million) and the
negative impact in 2003 (R$ 99.0 million),
gross profit would have increased by over
30%. In 2003 gross margin was 53.4%,
slightly below the 54.4% recorded in 2002.
Once again, excluding the losses from
hedging transactions associated with our
dollar-linked variable costs, gross margin
in 2003 would have been 54.6%.
Sales and marketing expenses
Sales and marketing expenses reached
R$ 847.1 million in 2003, up 23.3%
(2002: R$ 687.2 million). This increase
is fully explained by the expansion of
our International Operations, since
sales and marketing expenses for the
Brazilian Operations remained stable
in 2003, totaling R$ 627.9 million (2002:
R$ 628.5 million).
Adhering to our strategic commitment,
we maintained our policy to reduce fixed
sales expenses as much as possible,
in order to finance higher marketing
expenditures, which we consider essential
for the Company.
Direct distribution expenses
Consolidated direct distribution expenses
reached R$ 648.6 million in 2003, an
increase of 20.7% (2002: R$ 537.4 million).
Going forward with our strategy to
increase volume sold through our direct
distribution network, the total volume
distributed directly reached 36.9% for the
Brazilian Operations in 2003, significantly
higher than the 32.6% reported in 2002.
Direct distribution expenses per hectoliter
for the Brazilian Operations were
R$ 22.2/hl, 18.4% above the previous
year. This increase is mainly due to the
increase of freight prices resulting from
higher fuel costs in 2003, and the increase
in the number of distribution centers. The
combination of lower volumes, especially
in the second half of the year, with more
distribution centers resulted in higher fixed
costs per hectoliter.
EBIT
In 2003, AmBevs consolidated EBIT
reached R$ 2,306.1 million, up 12.4%
(2002: R$ 2,050.9 million).
Brazilian Operations accounted for
R$ 2,170.7 million in 2003, or 94.1% of
consolidated EBIT, 6.7% above 2002. On
a per hectoliter basis, Brazilian Operations
EBIT reached R$ 29.3/hl, 11.9% higher
than the R$ 26.2/hl recorded in 2002.
This performance reflects the positive
effects of our revenue management
initiatives and efforts to reduce costs and
fixed expenses. In spite of these positive
effects, the negative impact of our hedge
against dollar-linked variable costs, lower
volumes and higher direct distribution
expenses partially offset the gains.
International Operations recorded a
R$ 135.3 million EBIT in 2003,
representing 5.9% of consolidated EBIT,
and nearly eight times greater than 2002
EBIT. The expansion of our International
Operations, in addition to the recovery of
the Argentinean macroeconomic scenario,
has driven these results.
EBITDA
Consolidated EBITDA in 2003 totaled
R$ 3,072.4 million, up 13.4% (2002:
R$ 2,710.4 million).
EBITDA Brazilian Operations
EBITDA for the Brazilian Operations
represented 91.6% of consolidated
EBITDA in 2003, an increase of 5.5% in
relation to R$ 2,669.7 million in 2002
(98.5% of consolidated EBITDA).
Beer
Beer Brazil segment EBITDA presented
growth of 3.1% in 2003, reaching R$ 2.50
billion (2002: R$ 2.43 billion). The impact of
our hedge policy for dollar-linked variable
costs, in addition to higher sales and
marketing expenses, due to the more
competitive scenario in the second half
of the year, have almost completely offset
the results of our revenue management
and cost-cutting initiatives.
28/29
Cash flows
Operating activities
Our cash flows from operating activities
decreased 29.7% for the year ended
December 31, 2003 to R$ 2,527.6 million
from R$ 3,595.0 million for the year ended
December 31, 2002. All the foregoing cash
requirements were partially mitigated by
other transactions generating a net cash
inflow of R$ 8.3 million in 2003.
Investing activities
Cash flows used in our investing activities
for the year ended December 31, 2003
totaled R$ 2,014.7 million (2002:
R$ 1,603.1 million). The increased cash
utilized in investing activities in 2003
compared o 2002 primarily reflects the
acquisition of our economic interest in
Quinsa and our investments in new
markets in South and Central America,
such as Ecuador, Peru and Guatemala,
as well as investments in our direct
distribution network, mainly through the
acquisition of third-party distributors.
Financing activities
Cash flows used in financing activities for
the year ended December 31, 2003
totaled R$ 346.7 million (2002: R$ 2,912.2
million). The proceeds of loans, primarily
the US$500 million 10-year Senior Notes
issued in September 2003, as well as the
cash generated from our operating
activities, were used to repay R$2,510.1
million in debt in 2003.
Debt
As of December 31, 2003, our outstanding
debt totaled R$ 5,980.4 million (of which
R$ 1,976.1 million was short-term debt,
including R$ 1,427.4 million of the current
portion of long-term debt). Our debt
consisted of R$ 901.5 million of realdenominated debt and R$ 5,078.9 million
of foreign currency-denominated debt.
The weighted average annual interest rate
for the short- and long-term portions of
the local currency-denominated debt at
December 31, 2003 was 12.1% and 6.8%,
and the average duration was five months
and 2.3 years, respectively. The weighted
average annual interest rate for the shortand long-term portions of the foreign
currency-denominated debt was
approximately 7.0% and 10.5%, and
the average duration was six months
and 7.0 years, respectively.
Short-term debt
As of December 31, 2003 our short-term
debt totaled R$ 1,976.1 million, consisting
primarily of the current portion of our
syndicated loan denominated in Japanese
Yen which matures in August 2004. As of
December 31, 2003, 86.7% of our shortterm debt was denominated in foreign
currencies, with an annual weighted
average interest rate of approximately
7.0%. The Japanese Yen-denominated
loan represented 53.8% of our shortterm debt.
Short-term debt*
Long-term debt
Total
2003
Local
currency
Foreign
currency
262.0
639.5
901.5
1,714.1
3,364.8
5,078.9
2002
Total
Local
currency
Foreign
currency
Total
1,976.1
4,004.3
5,980.4
269.1
719.0
988.1
338.3
3,160.3
3,498.6
607.4
3,879.3
4,486.7
30/31
Maturity
2005
2006
2007
2008
2009
2010
2011
2012 and later
232.5
390.9
152.8
150.0
20.4
53.2
1,498.1
1,506.4
Total
4,004.3
Long-term debt
As of December 31, 2003, our long-term
debt, excluding the current portion of longterm debt, totaled R$ 4,004.3 million, of
which R$ 639.5 million was denominated
in Reais. The remainder was denominated
primarily in US dollars. The current portion
of our local long-term debt totaled
R$ 1,427.4 million as of December 31, 2003.
In accordance with our foreign currency
risk management policy, we have entered
into forward and cross-currency interest
rate swap contracts in order to mitigate
currency and interest rate risks.
In September 2003, CBB issued US$ 500
million 8 3/4% Notes due 2013, fully
guaranteed by AmBev. The proceeds
of the notes issued in 2003 were used
principally to repay short-term debt,
to finance part of AmBevs capital
expenditure program, and also for
general corporate purposes.
Contractual obligations
(R$ million)
13 years
35 years
Total
Long-term debt
Sales tax deferrals
Capital expenditure commitments
Aluminum procurements
Plastic procurements
1,427.6
161.8
100.0
1,100.0
98.0
623.4
103.9
2,200.0
98.0
302.8
130.3
3,077.9
5,431.7
396.0
100.0
3,300.0
196.0
2,887.4
3,025.3
433.1
3,077.9
9,423.7
Subsequent events
Closing of transactions
with Interbrew
On August 27, 2004, AmBev announced
the closing of the transactions with
Interbrew S.A., which were originally
announced on March 3, 2004. The
combination between AmBev and InBev,
the new name of Interbrew, establishes
the worlds largest beer platform.
The business combination was
established as follows:
a) Labatt Brewing Company Limited
(Labatt) was merged into AmBev in
exchange for newly issued 7.9 billion
common shares and 11.4 billion
preferred shares; and
Quinsa
In March 2003, the Company acquired,
for the amount of R$ 1,730 million
(R$ 1,429 million paid in cash and R$ 301
million through the contribution of assets
located in Mercosur, at book values),
230,920,000 class A shares and
26,388,914 class B shares issued by
Quilmes Industrial S.A. (Quinsa), as well
as 8.6% of the capital stock of Quilmes
International (Bermuda) Ltd. (QIB), totaling
an aggregate stake of 40.5% in Quinsa.
In addition, during 2003, the Company
acquired 12,000,000 class B shares of
Quinsa, for the amount of R$ 250 million,
thus increasing its interest in Quinsa
to 47.99%.
Since then, Quinsa has been acquiring its
own shares, therefore changing AmBevs
percentage of interest in Quinsa, which
reached 50.98% as of June 30, 2004.
These acquisitions generated a R$ 17
million loss in the Companys results for
the quarter ended June 30, 2004, (R$ 14
million in the quarter ended March 31,
2004), because the amount paid was
higher than the shares equity value.
The total goodwill determined in the
acquisition of Quinsa is economically
based on expected future profitability,
to be amortized over ten years.
On August 18, 2004, Quinsa announced
a modified Dutch Auction offer to
repurchase class B shares of its own
issuance (including class B shares held
as American Depositary Shares ADSs).
On September 22, 2004, Quinsa
announced the final results of such
offer, through which it has accepted
for purchase 9,584,689 class B shares
at a purchase price of $9.50 per share
(or $19.00 per ADS). Following the
purchase of these shares, Quinsa will
have approximately 49,649,780 class B
shares issued and outstanding, and
therefore AmBevs aggregate interest
stake in Quinsa should increase to 54.5%.
32/33
Date approved
03/22/04
05/24/04
07/06/04
09/14/04
Limit
Period
Date closed
or expired
% Consumed
R$ 500 million
R$ 500 million
R$ 500 million
R$ 500 million
60 days
360 days
360 days
360 days
05/23/04
07/06/04
09/14/04
NA
39%
98%
99%
NA
We conducted our audits in accordance with approved Brazilian auditing standards, which require that we perform the audit to obtain
reasonable assurance about whether the financial statements are fairly presented in all material respects. Accordingly, our work
included, among other procedures: (a) planning our audits taking into consideration the significance of balances, the volume of
transactions and the accounting and internal control systems of the companies, (b) examining, on a test basis, evidence and records
supporting the amounts and disclosures in the financial statements, and (c) assessing the accounting principles used and significant
estimates made by management, as well as evaluating the overall financial statement presentation.
In our opinion, the financial statements audited by us present fairly, in all material respects, the financial position of Companhia de
Bebidas das Amricas AmBev and of Companhia de Bebidas das Amricas AmBev and its subsidiaries at December 31, 2003
and 2002, and the results of operations, of changes in shareholders equity and of changes in financial position of Companhia de
Bebidas das Amricas AmBev, as well as the consolidated results of operations and changes in financial position, for the years then
ended, in conformity with accounting practices adopted in Brazil.
Our audits were conducted for the purpose of forming an opinion on the financial statements referred to in the first paragraph, taken
as a whole. The consolidated statement of cash flows, which is being presented to provide supplementary information about the
Company, is not required as an integral part of the financial statements. The consolidated statement of cash flows was submitted to
the auditing procedures described in the second paragraph and, in our opinion, is fairly presented in all material respects in relation to
the financial statements taken as a whole.
So Paulo, February 12, 2004, except for note 21, which is dated as of March 1, 2004
PricewaterhouseCoopers
Auditores Independentes
CRC 2SP000160/O-5
Paulo Cesar Estevo Netto
Contador CRC 1RJ026365/O-8 T SP
34/35
Balance sheet
As at December 31 / In millions of Reais
Parent company
Assets
Current
Cash and cash equivalents
Marketable securities
Unrealized gain on derivatives
Trade accounts receivable
Inventories
Taxes recoverable
Other
Long-term receivables
Compulsory and judicial deposits
Loans to employees for purchase of shares
Deferred income tax and social contribution
Properties for sale
Other
Permanent assets
Investments
Holdings in direct subsidiaries, including goodwill
and negative goodwill, net
Other investments
2003
2002
2003
2002
0.1
1,131.6
2,158.4
214.9
679.0
837.4
410.3
139.8
68.9
0.4
47.3
6.3
1,196.1
1,338.1
258.7
725.7
954.6
771.4
255.9
69.3
53.7
5,500.5
5,571.4
43.8
182.1
239.0
41.6
145.5
139.8
78.0
78.0
365.9
234.7
1,831.8
144.1
616.1
256.9
324.8
1,558.4
121.6
444.3
542.9
404.9
3,192.6
2,706.0
5,765.9
16.2
4,589.7
1.4
1,687.3
24.1
626.9
10.4
5,782.1
4,591.1
1,711.4
637.3
4,166.3
259.3
3,330.6
136.2
Total assets
The accompanying notes are an integral part of the financial statements.
Consolidated
5,782.1
4,591.1
6,137.0
4,104.1
6,394.3
5,049.7
14,830.1
12,381.5
Parent company
Long-term liabilities
Financings
Deferrals of taxes on sales
Liabilities related to tax and other claims and
provision for contingencies
Other
2003
2002
2003
2002
0.2
789.1
607.4
3.7
59.7
345.7
74.4
619.4
76.8
257.5
0.2
1,544.1
0.7
329.5
15.7
800.3
1,976.1
11.7
94.1
293.9
543.2
758.3
0.8
241.6
1,835.1
692.3
4,720.0
2,833.7
4,004.3
235.2
3,879.3
306.9
290.8
1.2
345.0
146.0
125.3
1,232.9
133.1
989.3
163.6
146.0
125.3
5,605.5
5,339.1
196.4
79.1
Minority interest
Shareholders equity
Subscribed capital stock
Capital reserve
Revenue reserves
Legal
Future capital increase
Statutory
Treasury stock
Consolidated
3,124.1
16.6
3,046.2
16.6
3,124.1
16.6
3,046.2
16.6
208.7
26.1
1,271.2
(233.5)
138.1
1,033.9
75.4
(78.1)
208.7
26.1
1,271.2
(338.5)
138.1
1,033.9
75.4
(180.6)
4,413.2
4,232.1
4,308.2
4,129.6
6,394.3
5,049.7
14,830.1
12,381.5
36/37
Income statement
Years ended December 31 / In millions of Reais, except for net income per thousand shares
Parent company
2003
2003
2002
Gross sales
Product sales
17,143.5
14,279.9
Sales deductions
Sales taxes, discounts and returns
(8,459.7)
(6,954.6)
Net sales
Cost of products sold
8,683.8
(4,044.2)
7,325.3
(3,341.7)
Gross profit
4,639.6
3,983.6
(687.2)
(537.4)
(350.5)
(123.7)
(23.0)
(334.6)
2,530.3
(3,277.3)
2002
Consolidated
(1.9)
(26.5)
(1.0)
(4.8)
(2.0)
(6.9)
35.8
(66.7)
1,665.1
(85.7)
42.7
(68.4)
1,462.3
73.9
(847.1)
(648.6)
(412.0)
(187.9)
(5.9)
(420.0)
601.8
(508.7)
(6.2)
(240.1)
1,519.1
1,496.8
(2,674.7)
(2,604.0)
1,519.1
1,496.8
1,964.9
1,379.6
199.4
Parent company
Consolidated
2003
2002
2003
2002
1,519.1
(215.5)
1,496.8
1,964.9
(100.7)
1,379.6
(72.2)
1,303.6
100.4
1,496.8
20.4
1,864.2
(426.1)
1,307.4
280.6
1,404.0
1,517.2
1,438.1
1,588.0
7.6
(6.9)
(23.6)
(112.3)
(12.8)
1,411.6
1,510.3
1,414.5
(2.9)
1,462.9
47.4
1,411.6
1,510.3
1,411.6
1,510.3
38,537,333
38,620,730
36.63
39.11
37.23
39.48
38/39
Revenue reserves
Subscribed
and paid
in capital
Capital
reserve
2,944.2
4.9
3,046.2
3,124.1
Legal
Investments
Treasury
stock
62.7
854.9
52.6
(397.9)
Retained
earnings
Total
3,521.4
102.0
102.0
(56.3)
(354.7)
(52.6)
(674.5)
52.6
75.4
16.6
138.1
(56.3)
(354.7)
674.5
11.7
853.5
75.4
1,033.9
75.4
1,510.3
11.7
1,510.3
(75.4)
(160.9)
(341.4)
(160.9)
(341.4)
(928.9)
(78.1)
4,232.1
77.4
77.4
0.5
(154.6)
(853.2)
853.2
342.6
16.6
208.7
26.1
0.5
(310.0)
(310.0)
154.6
70.6
Statutory
reserve
Future
capital
increase
1,271.2
(233.5)
1,411.6
1,411.6
(70.6)
(717.7)
(280.7)
(342.6)
(717.7)
(280.7)
4,413.2
Parent company
Source of funds
Operations
Net income for the year
Expenses (income) not affecting working capital
Equity in results of investees
Deferred income tax and social contribution
Discount on the settlement of tax incentives
Reversal of provision for losses on unsecured liabilities , net
Amortization of goodwill, net of realized negative goodwill
Depreciation and amortization
Tax, labor and other contingencies
Financial charges on tax and fiscal contingencies
Provision for loss on permanent assets
Financial charges and variations on the stock ownership plan
Exchange rate variation and charges on long-term financings
Minority interest
Exchange gains or losses on foreign subsidiaries
Loss of interest ownership in subsidiaries
Residual value of property, plant and equipment and divestments
Reimbursement of capital by subsidiary
Dividends received and receivable
From shareholders
Capital increase
Changes in the capital of minority shareholders
Loans to employees for purchase of shares
Premium on the transfer of treasury stock linked to financings
From third parties
Changes in long-term receivables
Receivables from related parties
Other accounts receivable
Changes in long-term receivables
Financings
Deferrals of taxes on sales
Total sources of funds
Consolidated
2003
2002
2003
2002
1,411.6
1,510.3
1,411.6
1,510.3
(1,665.1)
(99.2)
(1,462.3)
(20.4)
6.2
(198.3)
(16.6)
(404.0)
84.8
(147.6)
69.8
26.5
2.0
(28.1)
(88.1)
215.4
252.4
766.3
187.9
59.8
58.7
(47.7)
(496.6)
2.9
367.3
33.3
73.8
90.5
659.5
123.7
32.9
97.5
(88.1)
867.3
(47.4)
(155.8)
1,386.0
88.3
1,338.3
44.4
159.8
1,331.9
1,334.7
2,461.0
2,846.2
77.9
102.0
77.9
4.8
91.3
102.0
11.7
35.1
44.1
1,409.8
1,448.4
295.7
57.3
162.6
3,032.1
3,145.9
40/41
Parent company
Uses of funds
Changes in long-term receivables
Compulsory and judicial deposits
Loans to employees for purchase of shares
Receivables from related parties
Other taxes and charges recoverable
Other
Changes in long-term liabilities
Other accounts payable
Tax, labor and other contingencies
Permanent assets
Investments, including goodwill and negative goodwill
Property, plant and equipment
Deferred charges
Capital transactions
Share buyback
Proposed and paid dividends
Working capital of acquired subsidiary
Consolidated
2003
2002
2003
2002
2.3
8.5
3.6
2.8
84.0
51.3
21.4
14.5
11.5
9.7
6.0
4.3
98.3
123.8
28.3
32.6
5.6
8.5
1,212.2
444.5
2,100.6
862.2
91.2
107.7
544.7
45.5
310.0
998.4
354.7
502.3
311.9
1,004.0
277.6
337.1
502.3
2,537.0
1,316.4
4,989.3
1,681.2
(1,127.2)
132.0
(1,957.2)
1,464.7
69.3
53.7
53.7
219.1
5,500.5
5,571.4
5,571.4
4,685.0
15.6
(165.4)
(70.9)
886.4
1,835.1
692.3
692.3
989.7
4,720.0
2,833.7
2,833.7
3,412.0
1,142.8
(297.4)
1,886.3
(578.3)
(1,127.2)
132.0
(1,957.2)
1,464.7
Current liabilities
At the end of the year
At the beginning of the year
1 Operating activities
(a) General considerations
Companhia de Bebidas das Amricas AmBev (the Company or AmBev), headquartered in So Paulo, Brazil, produces and markets
beer, draft beer, soft drinks, other non-alcoholic beverages, and malt either directly or by participating in other companies in Brazil and
other Latin American countries.
AmBev has a franchise agreement with PepsiCo International, Inc. (PepsiCo) to bottle, sell and distribute Pepsi products in Brazil,
including Gatorade, the isotonic sports drink, which is still under review by the Administrative Council for Economic Defense (CADE).
AmBev also has an agreement with PepsiCo for bottling, sale and distribution of Guaran Antarctica internationally. Based on this
agreement, the product is already being sold in Portugal, Puerto Rico and Spain.
AmBev shares are traded on the So Paulo Stock Exchange (BOVESPA), and on the New York Stock Exchange (NYSE), as American
Depositary Receipts (ADRs).
(b) Main activities abroad in 2003
Quilmes Industrial S.A. (Quinsa)
During 2003, AmBev and Quinsa integrated their operations, mainly in the Mercosur. The transaction, authorized with certain restrictions
by the Comisin Nacional de Defensa de la Competencia (Argentine National Commission for the Protection of Competition CNDC),
has been delayed as a consequence of the legal action filed by a company pertaining to the Compaa Cerveceras Unidas S.A. (CCU)
group in April 2003, through which it claimed the right to participate in the process of acquisition of the assets in item (i) below. A summary
of the principal restrictions imposed by the CNDC is as follows:
(i) Quinsa and AmBev (the Parties) are required to dispose of the brands Bieckert, Palermo, Imperial and Norte, as well as the
brewery located in Lujan, where the Brahma brand was produced, to an independent brewery, which must be financially sound
and which does not produce beer in the Argentinean market (the Purchaser);
(ii) the Parties should submit documentation to the CNDC evidencing the commitment to allow the Purchaser, for a period of seven
years starting on the date of the sale of the assets in item (i), to have access to Quinsas distribution network in Argentina, for the
brands sold to the Purchaser; and
(iii) the Parties shall assume a commitment with the Purchaser to produce the Bieckert, Palermo and Imperial brands, for a two-year
period, as from the date on which such assets are sold.
Industrias del Atlntico (Atlntico)
The Company and the Central American Bottling Corporation (CabCorp), launched their operations in the Central American and
Caribbean beer markets in September 2003, through the subsidiary Atlntico, located in Guatemala, which is consolidated in the
Companys financial statements.
Compaia Cervecera AmBev Peru S.A.C. (AmBev Peru)
In October 2003, the Company acquired, for the amount of R$ 86.7, machinery and equipment, inventory and the franchise of PepsiCo for
the production, marketing and sale of Pepsi products in Lima and in the northern region of Peru. Such assets were contributed to the
subsidiary, which is consolidated in the Companys financial statements.
Cerveceria Suramericana (Cervesursa)
In December 2003, the Company acquired 80% of the capital of Cervesursa, located in Ecuador, generating a negative goodwill of
R$ 18.5, based on the expectation of future results, to be amortized in up to ten years. That subsidiary is included in the Companys
consolidated financial statements.
42/43
44/45
Current assets
Long-term receivables
Permanent assets
Current liabilities
Long-term liabilities
Minority interest
Total net assets
Quinsa (i)
Agrega (ii)
Total
513.4
132.4
1,156.3
(382.4)
(401.9)
(199.6)
1.3
0.5
(1.1)
514.7
132.4
1,156.8
(383.5)
(401.9)
(199.6)
818.2
0.7
818.9
Current assets
Permanent assets
Current liabilities
1.0
0.4
(0.9)
0.5
Quinsas and Agregas results, proportionally consolidated in the Companys financial statements, are as follows:
Year ended
December 31, 2003
Quinsa
Agrega
Total
Net sales
Cost of products and services sold
773.7
(387.3)
0.5
774.2
(387.3)
Gross profit
Operating expenses
386.4
(210.6)
0.5
(2.4)
386.9
(213.0)
175.8
(1.9)
173.9
Non-operating results
Income taxes
Profit sharing
Minority interest
(11.3)
27.5
(9.3)
(33.0)
149.7
(11.3)
27.5
(9.3)
(33.0)
(1.9)
147.8
46/47
Net sales
Cost of services sold and operating expenses
0.4
(2.4)
(2.0)
The table below shows Quinsas main holdings in subsidiaries, fully consolidated in its financial statements, and proportionally adjusted
in the AmBevs consolidated financial statements:
Total holdings on
December 31, 2003 %
87.3
68.1
87.6
75.2
67.4
85.8
94.7
81.2
(*) Only the brewery portion, not including the mineral water operation.
(o) Reclassifications
For purposes of assuring comparability with the current year, the amount of R$ 1,637.9 was reclassified in the balance sheet of
December 31, 2002, from the balance of Cash and cash equivalents, to Marketable securities (R$ 1,423) and to Unrealized gain
on derivatives (R$ 214.9).
For the same reason, R$ 19.3 was reclassified from Deferred charges and R$ 22.3 from Inventories to Property, plant and equipment
in the balance sheet of December 31, 2002. Such adjustment is due to the alignment of certain accounting criteria used in Venezuela
with accounting practices adopted in Brazil.
3
Inventories
Consolidated
Finished products
Work in progress
Raw materials
Production materials
Supplies and other, net
2003
2002
145.6
63.9
564.2
112.9
68.0
157.8
50.8
425.3
119.0
84.5
954.6
837.4
Companies
AmBev
CBB
Skol
IBA-Sudeste
Jalua
Hohneck
Monthiers
Arosuco
Dunvegan
Cympay
Malteria Pampa
Aspen
Other nationals
Other internationals
Accounts
payable
Loan
agreements
(8.5)
(4.1)
(1,535.5)
218.1
(5.1)
977.9
(55.5)
(0.6)
1,226.6
246.1
(802.0)
0.3
(55.7)
(12.0)
(173.0)
(33.6)
(60.0)
11.9
(1.7)
3.8
7.4
41.8
19.8
Transactions
Net revenues
166.8
4.4
334.4
76.9
115.7
241.8
112.0
Net financial
results
(44.7)
277.5
(0.4)
18.5
(35.5)
(250.2)
6.0
30.8
14.0
(19.2)
1.5
(0.8)
2002
Balances
Companies
Accounts
receivable
AmBev
CBB
Skol
IBA-Sudeste
Jalua
Hohneck
Monthiers
Arosuco
Dunvegan
Cympay
Malteria Pampa
Aspen
Other nationals
Other internationals
Accounts
payable
4.1
(1.8)
(0.8)
0.2
0.7
(5.4)
0.2
18.6
19.1
(13.8)
(310.0)
Loan
agreements
(327.7)
(87.7)
(4.2)
159.8
(1,299.9)
1,366.0
319.3
118.9
9.7
17.7
(252.8)
7.4
215.3
Advances for
future capital
increase
591.5
575.3
Transactions
Net revenues
60.6
71.8
(1,166.8)
29.8
276.2
Net financial
results
(60.7)
(903.5)
(52.7)
11.4
(593.5)
353.6
1,316.9
9.9
94.4
169.4
(101.7)
26.0
103.4
(27.0)
(31.8)
(4.9)
Names used:
Cervejarias Reunidas Skol Caracu S.A. (Skol)
Indstria de Bebidas Antarctica do Sudeste S.A. (IBA-Sudeste)
Jalua Spain S.L. (Jalua)
Hohneck Sociedad Annima (Hohneck)
Monthiers S.A. (Monthiers)
Arosuco Aromas e Sucos Ltda. (Arosuco)
Dunvegan S.A. (Dunvegan)
Cervecera y Maltera Paysand Cympay (Cympay)
Maltera Pampa S.A. (Maltera Pampa)
Aspen Equities Corporation (Aspen)
48/49
Other assets
Parent company
Current assets
Deferred income from commodities
swap and forward operations, net
Other accounts receivable
Prepaid expenses
Advances to suppliers and others
Long-term receivables
Long-term financial investments
Other taxes and charges recoverable
Prepaid expenses
Other accounts receivable
Surplus assets Instituto AmBev
2003
2002
0.4
6.3
0.4
6.3
78.0
78.0
78.0
78.0
Consolidated
2003
2002
0.1
106.0
123.3
26.5
89.1
40.1
10.6
255.9
139.8
77.0
348.4
119.3
49.4
22.0
340.7
51.1
30.9
21.6
616.1
444.3
CBB
Arosuco
Agrega
Hohneck (i)
Eagle
Polar
Total
1,290.0
111.0
0.4
(88.3)
(44.4)
4,280.2
0.4
(88.3)
(44.4)
(56.3)
(894.3)
1,462.3
(69.9)
2,878.4
0.8
(56.3)
(1,338.3)
(240.9)
(84.7)
1.8
(2.1)
215.4
442.2
1,483.4
0.5
215.4
3,215.6
1,158.2
(v) (1,351.8)
6.5
14.8
85.7
(34.2)
3,660.9
(v) (2,551.3)
2.0
(iii) (215.4)
2,158.7
(84.8)
172.5
(1.9)
0.1
(ii) 5,541.2
224.0
0.6
0.1
(664.3)
4,589.7
85.7
(1,386.0)
1,111.6
(215.4)
1,665.1
(84.8)
5,765.9
50/51
Goodwill
CBB based on:
Property, plant and equipment fair value excess
Expected future profitability
Consolidated
2003
2002
2003
2002
144.6
702.7
144.6
702.7
144.6
702.7
144.6
702.7
847.3
847.3
847.3
847.3
1,123.2
34.2
19.0
28.1
5.1
5.5
34.2
19.0
33.9
16.9
123.3
28.1
5.5
847.3
847.3
2,062.4
510.4
1,108.2
847.3
847.3
2,572.8
1,108.2
Accumulated amortization
(378.4)
(293.7)
(708.6)
(331.4)
468.9
553.6
1,864.2
776.8
(149.9)
(149.9)
(149.9)
(18.5)
(8.5)
(149.9)
(149.9)
(149.9)
(176.9)
(149.9)
319.0
403.7
1,687.3
626.9
Negative goodwill
CBB
Cervesursa
Incesa
Total negative goodwill
(i) Subsidiaries that made part of the total contributed by the Company and its subsidiaries in the Quinsa operation. Gains and losses in the transaction, determined
individually in the financial statements of these subsidiaries were eliminated in the Companys financial statements.
(ii) Goodwill reclassified to deferred charges in the consolidated financial statements arising from the mergers of subsidiaries between related parties.
2002
CBB
Arosuco
Agrega
Hohneck
CBB
Agrega
Eagle
Hohneck
19,881,631
35,206,009
0.3
1,375
10,000
3,442,186
6,073,132
1,375
276
10,000
Total shares/quotas
55,087,640
0.3
1,375
10,000
9,515,318
1,375
276
10,000
99.9
99.5
99.9
99.7
50
0.009
100
50
99.9
100
99.9
99.7
50
0.009
99.7
50
99.9
100
5,222.2
224.7
1.2
1,315.1
756.7
1.1
3,217.8
215.4
2,046.7
176.3
(3.8)
(67.1)
(334.4)
(4.2)
1,484.7
363.0
Due to inter-company results, unrealized profits and fiscal incentives, the equity in the results of certain subsidiaries, as shown in note 6(a),
may not correspond to the holding percentage applied to the subsidiarys result in the period, as presented in this note.
(d) Main indirect holdings in subsidiaries
Total indirect holdings
%
Company name
2003
2002
Brazil
Arosuco
Eagle
IBA-Sudeste
100
100
99.3
100
100
98.8
100
100
100
100
100
70
Abroad
Monthiers (i)
Aspen (i)
CCBP S.A. (ii)
CCBA S.A. (ii)
(i) Wholly owned subsidiary of Jalua Spain S.A.
(ii) Subsidiaries that were part of the total contributed by the Company and its subsidiaries in the Quinsa operation.
52/53
2002
Accumulated
depreciation
Residual
amounts
Residual
amounts
244.6
2,090.8
5,673.3
1,030.4
987.0
153.7
(903.5)
(4,323.1)
(423.6)
(363.3)
244.6
1,187.3
1,350.2
606.8
623.7
153.7
147.1
1,108.1
1,147.2
431.6
278.4
218.2
10,179.8
(6,013.5)
4,166.3
3,330.6
Cost
Land
Buildings and constructions
Machinery and equipment
Off-site equipment
Other assets and intangibles
Construction in progress
Annual
depreciation
rates %
4
10 to 20
10 to 20
4 to 20
On December 31, 2003, the subsidiaries held for sale properties with a book value of R$ 144.1 (December 31, 2002 R$ 121.6),
which are classified under long-term receivables, net of a provision for expected losses on realization, in the amount of R$ 89.1
(December 31, 2002 R$ 55.9).
During the year, a provision for potential losses on the sale of property, machinery and equipment was constituted in the amount of
R$ 58.7 (December 31, 2002 R$ 69.9), accounted for in the Companys consolidated financial statements in Non-operating expenses.
(b) Assets with restrictions
Pursuant to bank loans and leases taken by the Company and its subsidiaries, at December 31, 2003 the disposal of certain property,
machinery and equipment is restricted, the residual amount of which totals R$ 909.3 (December 31, 2002 R$ 963.5). Such restriction
has no impact on the use of such assets and on the Companys operations.
8
Deferred charges
Consolidated
2003
Cost
Pre-operating
Implementation and expansion expenses
Other
Accumulated amortization
2002
190.6
55.7
217.8(*)
247.3
214.0
107.1
464.1
568.4
(204.8)
(432.2)
259.3
136.2
(*) This includes the balance of goodwill in subsidiaries in the amount of R$ 146.3, reclassified from Investments to Deferred charges, arising from the mergers of
subsidiaries between related parties.
Types/purposes
Local currency
ICMS sales tax
incentives
Permanent assets
Other
Foreign currency
Syndicated loan
Bonds
Raw material
import financing
Permanent assets
Other (ii)
Long-term
Final maturity
2003
2002
2003
2002
5.21%
2.40% above the TJLP
2.62% above the TJLP
June 2013
December 2008
June 2007
34.6
227.2
0.2
31.4
237.7
340.5
298.6
0.4
310.7
408.3
262.0
269.1
639.5
719.0
2.4% above
quarterly LIBOR (i)
10.55%
August 2004
September 2013
1,063.0
53.7
7.1
9.2
2,889.2
1,150.8
1,766.6
4.77%
5.87%
89.57%
May 2005
January 2009
October 2008
183.7
303.5
110.2
207.6
51.0
63.4
22.1
418.4
35.1
81.4
160.2
1.3
1,714.1
338.3
3,364.8
3,160.3
1,976.1
607.4
4,004.3
3,879.3
(i) Fixed interest rate of 5.95% per annum through a LIBOR swap operation (note 9(d)).
(ii) This includes local currency loans (including interest) in Argentina, Ecuador, Peru, Uruguay and Venezuela.
Abbreviations used:
TJLP Long-Term Interest Rate.
LIBOR London Interbank Offered Rate.
ICMS Value-Added Tax on Sales and Services
(a) Guarantees
Loans and financings for expansion, construction of new plants and purchases of equipment are guaranteed by mortgages on the plant
properties and financial liens on equipment. Loans for the purchase of raw materials, mainly malt, syndicated loans and the issue of Notes
in the international market are guaranteed by collaterals of AmBev and its subsidiaries, which on December 31, 2003 totaled R$ 199.1.
(b) Maturities
As at December 31, 2003, long-term financings fall due as follows:
2005
2006
2007
2008
2009
2010
2011
2012 and 2013
232.5
390.9
152.8
150.0
20.4
53.2
1,498.1
1,506.4
4,004.3
54/55
2003
2002
375.1
393.6
342.1
461.0
768.7
803.1
Financings refer to programs offered by certain Brazilian states, through which a percentage of the ICMS sales tax due is financed by
the financial agent of the state, usually over five years as from the original due date.
The amount of R$ 393.6 (December 31, 2002 R$ 461.0) of Sales tax deferrals includes a current portion of R$ 161.8 (December 31,
2002 R$ 154.1) classified under Other taxes and contributions payable.
The remaining amounts refer to the deferrals of ICMS due for periods of up to 12 years, as part of industrial incentive programs.
The percentages deferred may be fixed during the program or vary regressively, from 75% in the first year to 40% in the final year.
The deferred amounts are partially indexed at 60% to 80% of a general price index.
(d) Syndicated loan
The syndicated loan in Yen is guaranteed by co-signatures of AmBev and its subsidiaries. On December 31, 2003 and 2002, by means
of a LIBOR swap, the interest on this loan was fixed at 5.95% per annum (originally 2.4% above quarterly LIBOR).
(e) Notes issued in the international market
In September 2003 CBB issued US$ 500 million in foreign securities (Bond 2013), with a guarantee from AmBev. These Notes bear
8.75% interest p.a. and will be repaid semi-annually as from March 2004 with final maturity in September 2013. The original contracted
interest rate may be increased by 0.5%, if Bond 2013 is not registered with the US Securities and Exchange Commission (SEC) by
September 18, 2004.
In December 2001 CBB issued US$ 500 million in foreign securities (Bond 2011), with a guarantee from AmBev. These Notes bear
10.7% interest p.a. and are repayable semi-annually as from July 2002 with final maturity in December 2011. The Company registered
Bond 2011 with the SEC on October 4, 2002, eliminating the possibility of a 0.5% p.a. increase in the original interest rate as set forth
in the contract.
(f) Contractual clauses
On December 31, 2003, the Company and its subsidiaries are in compliance with debt and liquidity ratio covenants in connection with
loans, except as mentioned in the following paragraph.
During 2003, certain subsidiaries of Quinsa in Argentina concluded a debt renegotiation process, covering also financings payment terms.
On December 31, 2003, the portion of long-term debt that was not in compliance with certain liquidity ratio covenants is recorded under
current liabilities, in the amount of US$ 4.2 million.
10 Other liabilities
Parent company
2003
Current liabilities
Profit sharing employees and management
Other accounts payable
Advance from customer
Deferred result from commodities swap and forward operations
Long-term liabilities
Provision for medical assistance benefits and others
Deferred income tax and social contribution
Other accounts payable
Suppliers
Consolidated
2002
2003
2002
15.6
0.1
11.5
196.1
31.0
3.0
134.6
113.1
9.8
15.7
241.6
257.5
72.9
26.2
33.2
0.8
53.4
25.7
55.1
29.4
133.1
163.6
11 Liabilities related to tax and other claims, and provision for contingencies
Consolidated
2003
2002
339.2
532.1
50.2
211.1
28.6
71.7
260.3
458.1
43.2
131.5
18.7
77.5
1,232.9
989.3
On December 31, 2003, the Company and its subsidiaries had other ongoing lawsuits which, in the opinion of legal counsel, are subject to
possible, but not probable, losses of approximately R$ 1,266.6 (December 31, 2002 R$ 976).
Principal liabilities related to fiscal claims and provisions for contingencies:
(a) PIS and COFINS
The Company obtained an injunction in the first quarter of 1999 granting the right to pay PIS (up to December 31, 2002) and COFINS on
billings, without paying these taxes on other revenues. On December 31, 2003, the provision primarily refers to amounts that were not paid
pursuant to this injunction and which will be subject to provisioning until they are assured by a final decision in favor of the Company and its
subsidiaries. Following the enactment of Law 10,637 of December 31, 2002, which established new rules for calculating PIS with effect as
from December 1, 2002, the Company began to pay such contribution including on other revenues.
(b) ICMS and IPI tax
This provision relates mainly to tax disputes of presumed zero-rated IPI credits and to extemporaneous ICMS credits on purchases of
property, plant and equipment prior to 1996. Such amounts, recorded as liabilities related to tax claims, will be subject to provisioning
until they are assured by a final decision in favor of the Company and its subsidiaries.
Zero-rated IPI credits, which have never been used by the Company, in the amount of R$ 228.1 on December 31, 2003, are recorded
under Other taxes and charges recoverable in long-term assets.
56/57
11 Liabilities related to tax and other claims, and provision for contingencies continued
(c) Income Tax and Social Contribution on Net Income (CSLL)
This provision relates substantially to the recognition of the deductibility of interest on own capital in the calculation of CSLL for the
year 1996.
(d) Labor claims
This provision relates to claims from former employees. On December 31, 2003, judicial deposits made by the Company and its
subsidiaries related to labor claims, restated based on official indices, amounted to R$ 111.6 (December 31, 2002 R$ 74.7).
(e) Claims of distributors and resellers
These relate mainly to the termination of agreements between Company subsidiaries and certain distributors, by virtue of the restructuring
process carried out in the distribution network, as well as the non-compliance with contractual directives by distributors in some cases.
(f) Other provisions
These provisions relate substantially to issues involving the National Social Security Institute (INSS), products and suppliers.
12 Social programs
(a) AmBev Pension Fund Instituto AmBev
CBB and its subsidiaries have two kinds of pension plans: one following the defined contribution model (open to new members) and the
other following the defined benefit model (no new members accepted since May 1998), with the possibility of migrating from the defined
benefit plan to the defined contribution plan. These plans are funded by members and the sponsor, and managed by Instituto AmBev
(IAAP). The main purpose is to supplement the retirement benefits of employees and management. During the year ended December 31,
2003, the Company and its subsidiaries made contributions of R$ 4.4 (December 31, 2002 R$ 4.2) to Instituto AmBev.
Based on the independent actuary reports, the position of Instituto AmBevs plans at December 31 is as follows:
2003
2002
501.5
(334.4)
458.7
(325.6)
167.1
133.1
The surplus of assets of Instituto AmBev is recognized by the Company in its consolidated financial statements under Surplus assets
Instituto AmBev, in the amount of R$ 22 (December 31, 2002 R$ 21.6), estimated as the maximum limit of its future use, also taking into
account the legal restrictions that prevent the return of a possible remaining actuarial surplus, not used in the payment of private security
benefits, in the event of a winding up of Instituto AmBev.
(b) Medical assistance and other post-employment benefits provided directly by CBB
CBB directly provides medical assistance, reimbursement of medicine expenses and other benefits to certain retired pensioners.
On December 31, 2003, the balance of R$ 72.9 (December 31, 2002 R$ 53.4) was recorded in the Companys consolidated financial
statements under Provision for employee benefits.
Changes in the provision for employee benefits, according to the independent actuary report:
Balance on December 31, 2002
Financial charges incurred
Actuarial calculation update
Payment of benefits
53.4
8.5
16.5
(5.5)
72.9
154.1
24.9
1.2
(16.7)
163.5
The actuarial liabilities related to the benefits provided by the Zerrenner Foundation were fully offset by an equivalent amount of assets
existing in the Zerrenner Foundation on the same date. The surplus assets were not recorded by the Company in its financial statements,
due to the possibility of using them for other purposes, not exclusively related to the payment of benefits.
(d) Actuarial assumptions
The medium and long-term assumptions adopted by the independent actuary, in the calculation of the actuarial liability were as follows:
Annual percentage
in nominal terms
Discount rate
Expected rate of return on assets
Increase in the remuneration factor
Increase in healthcare costs
2003
2002
10.9
16.6
7.3
7.3
10.6
18.0
7.5
7.5
58/59
13 Shareholders equity
(a) Subscribed and paid-in capital
The Companys capital stock on December 31, 2003 amounted to R$ 3,124.1 (December 31, 2002 R$ 3,046.2), represented by
38,537,333 thousand nominative and no-par value shares (December 31, 2002 38,620,730 thousand), comprised of 15,735,878
thousand common shares and 22,801,455 thousand preferred shares (December 31, 2002 15,795,903 thousand and 22,824,827
thousand, respectively).
In April 2003, the Company increased capital by R$ 77.4, through the private subscription of 259,007 thousand preferred shares,
exclusively to fulfill the provision in the stock ownership plan. In addition, the Company changed the destination of the reserve
constituted from the 2002 results, in the amount of R$ 853.2, from the reserve for future capital increase to investment reserve,
in accordance with its by-laws.
(b) Warrants
During the period for the exercise of warrants between April 1 and April 30, 2003, 25 thousand common and 489 thousand preferred
shares were subscribed, for the total amount of R$ 0.5. Certain warrant holders challenged in court the CVMs and Companys
understanding related to the warrant conversion criteria.
(c) Appropriation of net income for the year and transfers to statutory reserves
The Companys by-laws provide for the following appropriation of net income for the year, after statutory deductions:
(i) 27.5% as mandatory dividend payment to all shareholders. Preferred shareholders are legally entitled to a dividend 10% greater
than that paid to common shareholders.
(ii) An amount not lower than 5% and not higher than 68.875% of net income to be transferred to a reserve for investments, in order
to finance the expansion of the activities of the Company and its subsidiaries, including subscriptions to capital increases or the
foundation of enterprises. This reserve cannot exceed 80% of the capital stock. Should this limit be reached, a General Meeting
of shareholders must deliberate on the balance, either distributing it to shareholders or increasing capital.
(iii) Employee profit sharing of up to 10% of net income for the period, based on predetermined criteria. Directors are allotted a 5.0%
participation in net income for the period, limited to the amount equivalent to their annual remuneration, whichever is lower. Profit
sharing is conditioned to the achievement of collective and individual targets, which are established in advance by the Board of
Directors at the beginning of the fiscal year.
2002
1,411.6
(70.6)
1,510.3
(75.5)
Dividends basis
1,341.0
1,434.8
Prepayment of dividends
Dividends prepaid as interest on own capital
Supplemental dividends as interest on own capital
Supplemental dividends
Withholding tax on dividends as interest on own capital
495.2
222.5
226.1
54.6
(67.3)
160.9
931.1
502.3
69.43
35.01
Common
23.15(*)
12.40
Preferred
25.46(*)
13.64
341.4
(*) Dividends per thousand shares outstanding (excluding treasury stock) at year-end before withholding tax (IRRF): common R$ 24.82 and preferred R$ 27.30.
60/61
4,308.2
Common
Total
In millions
of Reais
121,788
529,339
(282,868)
40,400
63,464
(60,049)
162,188
592,803
(342,917)
78.1
310.0
(154.6)
368,259
43,815
412,074
233.5
Description
In addition, CBB holds 60,731 thousand common shares and 151,894 thousand preferred shares issued by the Company, in the amount
of R$ 105. On December 31, 2003, the balance of treasury stock totals R$ 338.5 in the Companys consolidated financial statements.
2002
Balance of shares available for purchase exercisable at the beginning of the year
640,800
1,031,221
(259,007)
(34,104)
386,000
(384,074)
(16,847)
10,500
733,689
640,800
15 Treasury
(a) General considerations
The Company and its subsidiaries hold certain amounts of cash and cash equivalents in foreign currency, and enter into cross-currency
interest rate and commodities swaps and currency forward contracts to hedge against the effects of exchange rate variations on the
consolidated exposure in foreign currency, interest rate fluctuations, and changes in raw materials prices, particularly aluminum and sugar.
Financial assets are purchased to hedge against financial liabilities, which does not prevent the Company from redeeming them at any
time, even though its actual intention is to carry such assets to maturity on their respective due dates.
62/63
15 Treasury continued
(b) Derivative instruments
The following is the composition of nominal amounts of outstanding derivatives on December 31:
Description
Currency hedge
US$/R$
Yen/R$
Peso/US$
Interest rate hedge
Floating LIBOR vs. fixed LIBOR
IDC x Fixed
Commodities hedge
Aluminum
Sugar
2003
2002
4,686.5
775.7
152.4
2,300.0
1,059.7
944.6
(201.8)
1,277.4
(42.1)
22.3
166.3
0.2
6,379.7
4,761.5
Financial instruments
Book value
Market
Unrealized
variable
gains
Public securities
Swaps/forwards
1,198.8
(49.2)
1,249.0
106.5
50.2
155.7
1,149.6
1,355.5
205.9
Currency hedge
Hedge of aluminum
(99.0)
16.7
(82.3)
On December 31, 2003, the amount of R$ 1.2 was deferred and will be recognized as a charge to the results, when the
corresponding finished product sale is made.
15 Treasury continued
(c) Financial liabilities
The Companys financial liabilities, represented mainly by the bonds, syndicated loan and import financings, are stated at cost plus
accrued interest and monetary and exchange variations, based on closing rates and indices of each period.
Had the Company been able to use a method where its financial liabilities could be recognized at market values, it would have determined
an additional loss, before income taxes, of approximately R$ 202.2, on December 31, 2003, as shown in the table below:
Financial instruments
Book value
Market
Unrealized
variable gains
Bonds
Syndicated loan
Import financing
2,942.9
1,063.0
115.0
3,270.7
938.7
113.7
(327.8)
124.3
1.3
4,120.9
4,323.1
(202.2)
The criteria used to estimate the market value of the financial liabilities are as follows:
bonds: secondary market value of the Notes based on the closing quotation on the base date of December 31, 2003 (approximately
116.99% of face value for Bond 2011 and 106.5% for Bond 2013);
syndicated loan: estimated value based on the secondary market for securities with a similar risk (on average, 2.14% p.a.);
import financing: estimated value for new operations with financial institutions on the base date of December 31, 2003, for outstanding
instruments with similar maturity terms (on average, 1.76% p.a.).
(d) Financial income and expenses
Consolidated
Financial income
Net gains on derivative instruments
Foreign exchange rate variation on financial investments
Financial income on cash equivalents
Financial charges on taxes, contributions and judicial deposits
Other
Financial expenses
Exchange rate variation on financings
Net losses on derivative instruments
Financial charges on foreign currency loans payable
Financial charges on loans in Reais
Taxes on financial transactions
Financial charges on contingencies and others
Other
2003
2002
319.8
(97.2)
233.7
77.4
68.1
1,202.4
1,007.2
120.5
34.2
166.0
601.8
2,530.3
524.3
(298.2)
(344.6)
(129.9)
(90.9)
(95.4)
(74.0)
(1,738.8)
(883.6)
(332.4)
(109.4)
(95.0)
(95.7)
(22.4)
(508.7)
(3,277.3)
64/65
2003
2002
1,864.2
1,307.4
(23.6)
(125.1)
1,840.6
1,182.3
(625.8)
(402.0)
147.9
152.7
37.1
(21.2)
(6.9)
(182.9)
59.8
13.2
(24.5)
(1.5)
621.5
51.7
35.4
(426.1)
280.6
Current
Deferred
Consolidated
2003
2002
2003
2002
1.2
99.2
20.4
(624.4)
198.3
(123.4)
404.0
100.4
20.4
(426.1)
280.6
Long-term receivables
Tax loss carry-forwards
Temporary differences
Non-deductible provisions
Other
Long-term liabilities
Temporary differences
Accelerated depreciation
Other
Consolidated
2003
2002
2003
2002
111.7
95.1
1,163.5
1,080.6
49.6
77.7
42.6
2.1
410.0
258.3
350.8
127.0
239.0
139.8
1,831.8
1,558.4
17.9
8.3
17.9
7.8
26.2
25.7
Based on projections of future taxable income of the Company and its subsidiaries located in Brazil and abroad, the estimated recovery
of the consolidated deferred income tax and social contribution asset on tax losses is as follows:
Nominal values
2004
2005
2006
2007
2008
178.5
249.6
292.7
308.0
134.7
1,163.5
66/67
Operating income
Equity gains in subsidiaries
Exchange gains on investments abroad
Other operating income
Discount on the settlement of tax incentives
Recovery of taxes and contributions
Write-off of goodwill on divestment
Reversal of provision for losses on unsecured liabilities
2002
2002
175.9
151.9
128.8
45.4
23.5
16.6
24.6
14.8
190.0
204.8
Operating expenses
Provision for losses on unsecured liabilities
Exchange losses on investments abroad
Amortization of goodwill
Taxes on other income
Other operating expenses
Consolidated
2003
240.6
26.7
14.8
367.6
(42.4)
(84.8)
(84.7)
(0.9)
(3.8)
(142.4)
(252.4)
(31.2)
(54.7)
(85.7)
(130.9)
(480.7)
(168.2)
(85.7)
73.9
(240.1)
199.4
(105.3)
(62.9)
Non-operating income
Gain of interest ownership in investments
Gain on disposal of property, plant and equipment
Other non-operating income
Non-operating expenses
Provision for loss on permanent assets
Loss of interest ownership in subsidiaries
Loss on disposal of property, plant and equipment
Other non-operating expenses
2002
Consolidated
2003
2002
31.8
38.5
5.6
4.0
44.1
35.8
(69.9)
(0.1)
(58.7)
(33.3)
(25.8)
(27.0)
(215.5)
(144.8)
(108.0)
(215.5)
(100.7)
(72.2)
(215.4)
(12.4)
(25.7)
20 Insurance
At December 31, 2003, the main assets of the Company and its subsidiaries, such as property, plant and equipment and inventories,
are insured against fire and other risks at replacement value. Insurance coverage is higher than the book values.
21 Subsequent events
(a) Activities abroad in 2004
On February 12, 2004, the Company announced an alliance with Embotelladora Dominicana CXA (Embodom), headquartered in the
Dominican Republic and a PepsiCo bottler in that country. This transaction will make AmBev and Embodom partners in a company that
will market and produce beer and soft drinks in the Dominican Republic.
(b) Distribution of dividends
On February 27, 2004, the Companys Board of Directors approved, based on the accumulated results to December 31, 2003, the
distribution of supplemental dividends in the total amount of R$ 54.6 (without withholding tax), and the distribution of interest on own
capital in the total amount of R$ 226.1. The payments will start on March 25, 2004, based on the shareholding position as of March 15,
2004 and record date for ADRs on March 18, 2004.
(c) Material information press release
The Company informed on March 1, 2004 that it is negotiating with Interbrew S.A. in respect to a possible worldwide transaction.
The Company mentioned, however, that no agreement has been reached yet and there can be no assurance that an agreement will
be reached, nor can the Company anticipate with details the final conditions of the operation or the effective structure of the alliance
under discussion.
68/69
Supplementary information
Years ended December 31 / In millions of Reais
Operating activities
Net income for the year
Expenses (income) not affecting cash and cash equivalents
Depreciation and amortization
Tax, labor and other contingencies
Financial charges on tax and fiscal contingencies
Discount on the settlement of tax incentives
Provision for losses on inventory and permanent assets
Financial charges and variations on the stock ownership plan
Financial charges and variations on taxes and contributions
Loss on disposal of permanent assets
Exchange rate variation and charges on financings
Unrealized exchange rate variation and gains on financial assets
Reduction of deferred income tax and social contribution
Exchange rate gains or losses on subsidiaries abroad that do not affect cash
Amortization of goodwill, net of realized negative goodwill
Minority interest
Equity in results of investees
Loss of interest ownership in subsidiaries
2003
2002
1,411.6
1,510.3
766.3
187.9
59.8
(16.6)
64.6
(47.7)
(43.5)
41.3
(40.1)
183.3
(198.3)
203.5
252.4
2.9
6.2
33.3
659.5
123.7
32.9
113.4
(88.1)
(21.4)
63.3
2,120.4
(840.0)
(404.0)
(108.7)
90.5
(47.4)
(12.8)
(253.2)
(48.6)
(102.9)
(120.5)
107.9
(35.6)
37.8
(51.5)
25.9
(14.1)
(86.4)
491.3
(104.8)
(87.3)
260.6
50.6
(195.3)
(34.6)
224.8
2,527.6
3,595.0
2002
Investing activities
Marketable securities (maturity over 90 days)
Securities and collateral
Acquisition of investments
Disposal of property, plant and equipment
Acquisition of property, plant and equipment
Expenditures on deferred charges
423.1
228.6
(1,745.3)
32.4
(862.2)
(91.3)
(808.7)
(249.3)
(75.5)
98.3
(522.4)
(45.5)
(2,014.7)
(1,603.1)
Financing activities
Financings
Funding obtained
Amortization
Changes in the capital of minority shareholders
Capital increase
Loans to employees for purchase of shares
Share buyback
Payment of dividends
3,359.2
(2,510.1)
4.8
4.6
130.2
(308.5)
(1,026.9)
620.1
(2,925.3)
10.5
29.0
26.2
(337.1)
(335.6)
(346.7)
(2,912.2)
(101.7)
639.1
64.5
(281.2)
1,131.6
1,196.1
1,412.8
1,131.6
64.5
(281.2)
70/71
Investor information
Dividend policy
AmBevs by-laws provide for a mandatory dividend of 35% of
the companys annual net income, as determined by Brazilian
Corporate Law accounting principles. The actual payout ratio was
69% in 2003 and 35% in 2002. The mandatory dividend includes
amounts paid as interest attributable to shareholders equity. This
is equivalent to a dividend but is a more tax efficient way to distribute
earnings as they are generally deductible by the Company for
Brazilian income tax purposes. However, shareholders (including
holders of ADRs) pay Brazilian withholding tax on the amounts
received as interest attributable to shareholders equity, whereas
no such payment is required in connection with dividends received.
Withholding tax is usually paid by Brazilian companies on behalf
of their shareholders.
NYSE
Ticker symbol: ABV.c (ON), ABV (PN)
ADRs listed and traded: New York Stock Exchange (NYSE)
Cash dividends declared
First payment date
Share type
R$ per
1,000 shares
US$ equivalent
per 1,000 shares
25 Mar 2004
13 Oct 2003
28 Feb 2003
25 Nov 2002
19 Feb 2002
17 Sep 2001
20 Feb 2001
preferred
common
preferred
common
preferred
common
preferred
common
preferred
common
preferred
common
preferred
common
6.75
6.14
18.70
17.00
9.27
8.43
4.37
3.97
4.78
4.34
3.11
2.83
4.11
3.74
2.30
2.09
6.59
5.99
2.60
2.37
1.15
1.04
1.97
1.79
1.16
1.06
2.05
1.86
Earnings generated
31/12/2003
31/12/2002
% change
02/03
31/12/2001
% change
01/02
739.00
635.00
25.51
25.51
22,236.00
1,111.92
540.00
478.00
15.56
13.00
11,268.00
879.82
36.9
32.8
63.9
96.2
97.3
26.4
476.00
428.00
20.29
18.52
13,577.00
1,148.08
13.4
11.7
-23.3
-29.8
-17.0
-23.4
AmBev has two classes of shares, common (ON) and preferred (PN). Common shareholders are entitled to voting rights, while preferred
shares have priority in liquidation. As per Brazilian Corporate Law, dividend payments to preferred shareholders must be 10% greater than
those made to common shareholders.
Ratings
Agency
Fitch
Moodys
S&P
Local rating
Foreign rating
Outlook
BBBBaa3
BBB-
BBB1
BB-
Positive
Developing
Positive
Corporate offices
Rua Dr. Renato Paes de Barros, 1017 4th floor
So Paulo, SP 04530-000
Brazil
Tel 55 11 2122-1200
Fax 55 11 2122-1526
As of October 2004.
Information resources
Please direct all requests for information to:
AmBev Investor Relations Department
Rua Dr. Renato Paes de Barros, 1017 4th floor
So Paulo, SP 04530-000
Brazil
Tel 55 11 2122-1414/1415
Email ir@ambev.com.br
Investor website
Our investor website has additional Company financial and
operating information, as well as transcripts of conference calls.
Investors may also register to automatically receive press releases
by email and be notified of Company presentations and events.
www.ambev-ir.com
Publications
The Companys Annual Report, Proxy Statement, Form 20-F
reports are available free of charge from the Investor Relations
Department, listed above. If you are receiving duplicate or
unwanted copies of our Annual Report, please contact the
Investor Relations Department.
Send us your feedback
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72/73