UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549
FORM 20-F/A AMENDMENT NO. 1
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2004 Commission file number: 1-15194 COMPANHIA DE BEBIDAS DAS AMÉRICAS - AMBEV (Exact name of Registrant as specified in its charter)
American Beverage Company-AmBev Federative Republic of Brazil (Translation of Registrant’s name into English) (Jurisdiction of incorporation or organization)
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Rua Dr. Renato Paes de Barros, 1017, 4º andar 04530-001 São Paulo, SP, Brazil (Address of principal executive offices) ______
Securities registered or to be registered pursuant to Section 12(b) of the Act:
Name of each exchange Title of each class on which registered
American Depositary Shares, New York Stock Exchange evidenced by American Depositary Receipts, each representing 100 Common Shares
Common Shares, no par value*
American Depositary Shares, New York Stock Exchange evidenced by American Depositary Receipts, each representing 100 Preferred Shares
Preferred Shares, no par value*
______* Not for trading but only in connection with the registration of the American Depositary Shares, pursuant to the requirements of the Securities and Exchange Commission.
Securities for which there is a reporting obligation pursuant to Section 15(d) of the Act:
10.5% Notes due December 2011 8.75% Notes due September 2013
The number of total outstanding shares of each of the issuer’s classes of capital or common stock as of May 31, 2005 was: 34,499,422,931 Common Shares 31,147,483,500 Preferred Shares Indicate by checkmark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes {X} No { } Not Applicable { } Indicate by check mark which financial statement item the registrant has elected to follow. Item 17 { } Item 18 {X} EXPLANATORY NOTE
The Company is amending its annual report on Form 20-F for the year ended December 31, 2004 in order to (i) correct a typographical error in page F-3 as originally filed, (ii) include monthly and price per share detail of share buyback programs on Item 16E, and (iii) clarify disclosure relating to tax assessments on earnings of our foreign subsidiaries contained in “Operating and Financial Review and Prospects – Critical Accounting Policies – Unrecognized Exposures” and “Operating and Financial Review and Prospects – Off Balance Sheet Arrangements” and in “Financial Information – Tax Matters – Income Tax and Social Contribution”.
No other changes are being made to this annual report on Form 20-F, as originally filed, although Exhibits 12.1, 12.2, 13.1 and 13.2 have been refiled in their current form. The annual report, as amended by this amendment, continues to speak as of the date of its original filing, and the Company has not updated the disclosure as of a later date.
TABLE OF CONTENTS
Page
INTRODUCTION ...... ii
ACCOUNTING PERIODS AND PRINCIPLES ...... ii
CURRENCY TRANSLATION...... ii
INDUSTRY DATA...... ii
TRADEMARKS ii
CAUTIONARY STATEMENT REGARDING...... ii
Item 1. Identity of Directors, Senior Management and Advisers ...... 2
Item 2. Offer Statistics and Expected Timetable ...... 2
Item 3. Key Information...... 2
Item 4. Information on the Company ...... 2
Item 5. Operating and Financial Review and Prospects ...... 2
Item 6. Directors, Senior Management and Employees ...... 2
Item 7. Major Shareholders and Related Party Transactions...... 2
Item 8. Financial Information...... 2
Item 9. The Offer and Listing...... 2
Item 10. Additional Information...... 2
Item 11. Quantitative and Qualitative Disclosures about Market Risk...... 2
Item 12. Description of Securities Other Than Equity Securities...... 2
Item 13. Defaults, Dividend Arrearages and Delinquencies ...... 2
Item 14. Material Modifications to the Rights of Security Holders and Use of Proceeds...... 2
Item 15. Disclosure Controls and Procedures...... 2
Financial Statements...... F-2