o |
Rule 13d-1(b)
|
|
o |
Rule 13d-1(c)
|
|
x |
Rule 13d-1(d)
|
CUSIP No. 03524A108
|
1.
|
Names of Reporting Persons.
BRC S.à.R.L.
|
||
2.
|
Check the Appropriate Box if a Member of a Group (See Instructions)
(a) x
(b) o
|
||
3.
|
SEC Use Only
|
||
4.
|
Citizenship or Place of Organization
Luxembourg
|
||
Number of
Shares
Beneficially
Owned by Each
Reporting
Person With:
|
5.
|
Sole Voting Power: 0
|
|
6.
|
Shared Voting Power: 839,172,743 Ordinary Shares
|
||
7.
|
Sole Dispositive Power: 0
|
||
8.
|
Shared Dispositive Power: 839,172,743 Ordinary Shares
|
||
9.
|
Aggregate Amount Beneficially Owned by Each Reporting Person
839,172,743 Ordinary Shares
|
||
10.
|
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) o
|
||
11.
|
Percent of Class Represented by Amount in Row (9)
52.2%
|
||
12.
|
Type of Reporting Person (See Instructions)
CO
|
CUSIP No. 03524A108
|
1.
|
Names of Reporting Persons.
Stichting Anheuser-Busch InBev
|
||
2.
|
Check the Appropriate Box if a Member of a Group (See Instructions)
(a) x
(b) o
|
||
3.
|
SEC Use Only
|
||
4.
|
Citizenship or Place of Organization
The Netherlands
|
||
Number of
Shares
Beneficially
Owned by Each
Reporting
Person With:
|
5.
|
Sole Voting Power: 0
|
|
6.
|
Shared Voting Power: 839,172,743 Ordinary Shares
|
||
7.
|
Sole Dispositive Power: 0
|
||
8.
|
Shared Dispositive Power: 839,172,743 Ordinary Shares
|
||
9.
|
Aggregate Amount Beneficially Owned by Each Reporting Person
839,172,743 Ordinary Shares
|
||
10.
|
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) o
|
||
11.
|
Percent of Class Represented by Amount in Row (9)
52.2%
|
||
12.
|
Type of Reporting Person (See Instructions)
OO
|
CUSIP No. 03524A108
|
1.
|
Names of Reporting Persons.
Eugénie Patri Sébastien S.A.
|
||
2.
|
Check the Appropriate Box if a Member of a Group (See Instructions)
(a) x
(b) o
|
||
3.
|
SEC Use Only
|
||
4.
|
Citizenship or Place of Organization
Luxembourg
|
||
Number of
Shares
Beneficially
Owned by Each
Reporting
Person With:
|
5.
|
Sole Voting Power: 0
|
|
6.
|
Shared Voting Power: 839,172,743 Ordinary Shares
|
||
7.
|
Sole Dispositive Power: 0
|
||
8.
|
Shared Dispositive Power: 839,172,743 Ordinary Shares
|
||
9.
|
Aggregate Amount Beneficially Owned by Each Reporting Person
839,172,743 Ordinary Shares
|
||
10.
|
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) o
|
||
11.
|
Percent of Class Represented by Amount in Row (9)
52.2%
|
||
12.
|
Type of Reporting Person (See Instructions)
CO
|
CUSIP No. 03524A108
|
1.
|
Names of Reporting Persons.
Rayvax Société d’Investissements S.A.
|
||
2.
|
Check the Appropriate Box if a Member of a Group (See Instructions)
(a) x
(b) o
|
||
3.
|
SEC Use Only
|
||
4.
|
Citizenship or Place of Organization
Belgium
|
||
Number of
Shares
Beneficially
Owned by Each
Reporting
Person With:
|
5.
|
Sole Voting Power: 0
|
|
6.
|
Shared Voting Power: 839,172,743 Ordinary Shares
|
||
7.
|
Sole Dispositive Power: 0
|
||
8.
|
Shared Dispositive Power: 839,172,743 Ordinary Shares
|
||
9.
|
Aggregate Amount Beneficially Owned by Each Reporting Person
839,172,743 Ordinary Shares
|
||
10.
|
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) o
|
||
11.
|
Percent of Class Represented by Amount in Row (9)
52.2%
|
||
12.
|
Type of Reporting Person (See Instructions)
CO
|
CUSIP No. 03524A108
|
1.
|
Names of Reporting Persons.
Sébastien Holding NV/SA
|
||
2.
|
Check the Appropriate Box if a Member of a Group (See Instructions)
(a) x
(b) o
|
||
3.
|
SEC Use Only
|
||
4.
|
Citizenship or Place of Organization
Belgium
|
||
Number of
Shares
Beneficially
Owned by Each
Reporting
Person With:
|
5.
|
Sole Voting Power: 0
|
|
6.
|
Shared Voting Power: 839,172,743 Ordinary Shares
|
||
7.
|
Sole Dispositive Power: 0
|
||
8.
|
Shared Dispositive Power: 839,172,743 Ordinary Shares
|
||
9.
|
Aggregate Amount Beneficially Owned by Each Reporting Person
839,172,743 Ordinary Shares
|
||
10.
|
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) o
|
||
11.
|
Percent of Class Represented by Amount in Row (9)
52.2%
|
||
12.
|
Type of Reporting Person (See Instructions)
CO
|
CUSIP No. 03524A108
|
1.
|
Names of Reporting Persons.
Fonds InBev-Baillet Latour SPRL
|
||
2.
|
Check the Appropriate Box if a Member of a Group (See Instructions)
(a) x
(b) o
|
||
3.
|
SEC Use Only
|
||
4.
|
Citizenship or Place of Organization
Belgium
|
||
Number of
Shares
Beneficially
Owned by Each
Reporting
Person With:
|
5.
|
Sole Voting Power: 0
|
|
6.
|
Shared Voting Power: 839,172,743 Ordinary Shares
|
||
7.
|
Sole Dispositive Power: 0
|
||
8.
|
Shared Dispositive Power: 839,172,743 Ordinary Shares
|
||
9.
|
Aggregate Amount Beneficially Owned by Each Reporting Person
839,172,743 Ordinary Shares
|
||
10.
|
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) o
|
||
11.
|
Percent of Class Represented by Amount in Row (9)
52.2%
|
||
12.
|
Type of Reporting Person (See Instructions)
CO
|
CUSIP No. 03524A108
|
1.
|
Names of Reporting Persons.
Fonds Voorzitter Verhelst BVBA
|
||
2.
|
Check the Appropriate Box if a Member of a Group (See Instructions)
(a) x
(b) o
|
||
3.
|
SEC Use Only
|
||
4.
|
Citizenship or Place of Organization
Belgium
|
||
Number of
Shares
Beneficially
Owned by Each
Reporting
Person With:
|
5.
|
Sole Voting Power: 0
|
|
6.
|
Shared Voting Power: 839,172,743 Ordinary Shares
|
||
7.
|
Sole Dispositive Power: 0
|
||
8.
|
Shared Dispositive Power: 839,172,743 Ordinary Shares
|
||
9.
|
Aggregate Amount Beneficially Owned by Each Reporting Person
839,172,743 Ordinary Shares
|
||
10.
|
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) o
|
||
11.
|
Percent of Class Represented by Amount in Row (9)
52.2%
|
||
12.
|
Type of Reporting Person (See Instructions)
CO
|
CUSIP No. 03524A108
|
1.
|
Names of Reporting Persons.
Jorge Paulo Lemann
|
||
2.
|
Check the Appropriate Box if a Member of a Group (See Instructions)
(a) x
(b) o
|
||
3.
|
SEC Use Only
|
||
4.
|
Citizenship or Place of Organization
Federative Republic of Brazil
|
||
Number of
Shares
Beneficially
Owned by Each
Reporting
Person With:
|
5.
|
Sole Voting Power: 0
|
|
6.
|
Shared Voting Power: 839,172,743 Ordinary Shares
|
||
7.
|
Sole Dispositive Power: 0
|
||
8.
|
Shared Dispositive Power: 839,172,743 Ordinary Shares
|
||
9.
|
Aggregate Amount Beneficially Owned by Each Reporting Person
839,172,743 Ordinary Shares
|
||
10.
|
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) o
|
||
11.
|
Percent of Class Represented by Amount in Row (9)
52.2%
|
||
12.
|
Type of Reporting Person (See Instructions)
IN
|
CUSIP No. 03524A108
|
1.
|
Names of Reporting Persons.
Carlos Alberto da Veiga Sicupira
|
||
2.
|
Check the Appropriate Box if a Member of a Group (See Instructions)
(a) x
(b) o
|
||
3.
|
SEC Use Only
|
||
4.
|
Citizenship or Place of Organization
Federative Republic of Brazil
|
||
Number of
Shares
Beneficially
Owned by Each
Reporting
Person With:
|
5.
|
Sole Voting Power: 0
|
|
6.
|
Shared Voting Power: 839,172,743 Ordinary Shares
|
||
7.
|
Sole Dispositive Power: 0
|
||
8.
|
Shared Dispositive Power: 839,172,743 Ordinary Shares
|
||
9.
|
Aggregate Amount Beneficially Owned by Each Reporting Person
839,172,743 Ordinary Shares
|
||
10.
|
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) o
|
||
11.
|
Percent of Class Represented by Amount in Row (9)
52.2%
|
||
12.
|
Type of Reporting Person (See Instructions)
IN
|
CUSIP No. 03524A108
|
1.
|
Names of Reporting Persons.
Marcel Herrmann Telles
|
||
2.
|
Check the Appropriate Box if a Member of a Group (See Instructions)
|
||
3.
|
SEC Use Only
|
||
4.
|
Citizenship or Place of Organization
Federative Republic of Brazil
|
||
Number of
Shares
Beneficially
Owned by Each
Reporting
Person With:
|
5.
|
Sole Voting Power: 0
|
|
6.
|
Shared Voting Power: 839,172,743 Ordinary Shares
|
||
7.
|
Sole Dispositive Power: 0
|
||
8.
|
Shared Dispositive Power: 839,172,743 Ordinary Shares
|
||
9.
|
Aggregate Amount Beneficially Owned by Each Reporting Person
839,172,743 Ordinary Shares
|
||
10.
|
|
||
11.
|
Percent of Class Represented by Amount in Row (9)
52.2%
|
||
12.
|
Type of Reporting Person (See Instructions)
IN
|
Item 1.
|
(a)
|
Name of Issuer:
Anheuser-Busch InBev SA/NV
|
(b)
|
Address of Issuer’s Principal Executive Offices
Brouwerijplein 1, 3000 Leuven, Belgium
|
Item 2.
|
(a)
|
Name of Person Filing
BRC S.à.R.L.
Stichting Anheuser-Busch InBev
Eugénie Patri Sébastien S.A.
Rayvax Société d’Investissements S.A.
Sébastien Holding NV/SA
Fonds InBev-Baillet Latour SPRL
Fonds Voorzitter Verhelst BVBA
Jorge Paulo Lemann
Carlos Alberto da Veiga Sicupira
Marcel Herrmann Telles
|
(b)
|
Address of Principal Business Office or, if none, Residence
The address of the principal business office of BRC S.à.R.L. is:
1, Rue Schiller, L-2519 Luxembourg.
The address of the principal business office of Stichting Anheuser-Busch InBev is:
De Boelelaan 7, NL – 1083 Amsterdam, The Netherlands.
The address of the principal business office of Eugénie Patri Sébastien S.A. is:
Route de Longwy 488, L-1940 Luxembourg.
The address of the principal business office of Rayvax Société d’Investissements S.A. is:
19, Square Vergote, B-1200 Brussels, Belgium.
The address of the principal business office of Sébastien Holding NV/SA is:
19, Square Vergote, B-1200 Brussels, Belgium.
The address of the principal business office of Fonds InBev-Baillet Latour SPRL is:
Grand’Place 1, 1000 Brussels, Belgium.
The address of the principal business office of Fonds Voorzitter Verhelst BVBA is:
Brouwerijplein 1, 3000 Leuven, Belgium.
The address of the principal business office of Jorge Paulo Lemann is:
Zürcherstrasse 325, 8645 Jona, Switzerland.
The address of the principal business office of Carlos Alberto da Veiga Sicupira is:
Rua Dr. Renato Paes de Barros, 1070 – 15° andar, 04530 – 001 Sao Paulo – SP Brazil.
The address of the principal business office of Marcel Herrmann Telles is:
Rua Dr. Renato Paes de Barros, 1070 – 15° andar, 04530 – 001 Sao Paulo – SP Brazil.
|
(c)
|
Citizenship
See Item 4 of Cover Pages
|
(d)
|
Title of Class of Securities
Ordinary Shares
|
(e)
|
CUSIP Number
03524A108
|
Item 3.
|
If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
|
(a)
|
o |
Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
|
(b)
|
o |
Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
|
(c)
|
o |
Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
|
(d)
|
o |
Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
|
(e)
|
o |
An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);
|
(f)
|
o |
An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);
|
(g)
|
o |
A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G);
|
(h)
|
o |
A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
|
(i)
|
o |
A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
|
(j)
|
o |
Group, in accordance with §240.13d-1(b)(1)(ii)(J).
|
Item 4.
|
Ownership.
|
(a)
|
Amount beneficially owned:
See Item 9 of Cover Pages.
|
|
(b)
|
Percent of class:
See Item 11 of Cover Pages.
|
|
(c)
|
Number of shares as to which the person has:
|
|
(i)
|
Sole power to vote or to direct the vote
See Item 5 of Cover Pages.
|
|
(ii)
|
Shared power to vote or to direct the vote
See Item 6 of Cover Pages.
|
|
(iii)
|
Sole power to dispose or to direct the disposition of
See Item 7 of Cover Pages.
|
|
(iv)
|
Shared power to dispose or to direct the disposition of
See Item 8 of Cover Pages.
|
Item 5.
|
Ownership of Five Percent or Less of a Class.
|
Item 6.
|
Ownership of More than Five Percent on Behalf of Another Person.
|
Item 7.
|
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company.
|
Item 8.
|
Identification and Classification of Members of the Group.
|
Item 9.
|
Notice of Dissolution of Group.
|
Item 10.
|
Certification.
|
BRC S.À.R.L.
by /s/ Marcel Herrmann Telles
Name: Marcel Herrmann Telles
Title: Class A Director
|
|
by /s/ Roberto Moses Thompson Motta
Name: Roberto Moses Thompson Motta
Title: Class B Director
|
STICHTING ANHEUSER-BUSCH INBEV
by /s/ Paul Cornet de Ways Ruart
Name: Paul Cornet de Ways Ruart
Title: Class A Director |
|
by /s/ Roberto Moses Thompson Motta
Name: Roberto Moses Thompson Motta
Title: Class B Director
|
EUGÉNIE PATRI SÉBASTIEN S.A.
by /s/ Paul Cornet de Ways Ruart
Name: Paul Cornet de Ways Ruart
Title: Director
|
|
by /s/ Alexandre Van Damme
Name: Alexandre Van Damme
Title: Director
|
|
by /s/ Grégoire de Spoelberch
Name: Grégoire de Spoelberch
Title: Director
|
RAYVAX SOCIÉTÉ D’INVESTISSEMENTS S.A.
by /s/ Paul Cornet de Ways Ruart
Name: Paul Cornet de Ways Ruart
Title: Director
|
|
by /s/ Bernard Boon Falleur
Name: Bernard Boon Falleur
Title: Director
|
SÉBASTIEN HOLDING NV/SA
by /s/ Paul Cornet de Ways Ruart
Name: Paul Cornet de Ways Ruart
Title: Director
|
|
by /s/ Bernard Boon Falleur
Name: Bernard Boon Falleur
Title: Director
|
FONDS INBEV-BAILLET LATOUR SPRL
by /s/ Alain De Waele
Name: Alain De Waele
Title: Director
|
FONDS VOORZITTER VERHELST BVBA
by /s/ Karin Van Roy
Name: Karin Van Roy
Title: Director
|
|
by /s/ Luc Hermans
Name: Luc Hermans
Title: Director
|
JORGE PAULO LEMANN
/s/ Jorge Paulo Lemann
Name: Jorge Paulo Lemann
|
CARLOS ALBERTO DA VEIGA SICUPIRA
/s/ Carlos Alberto Da Veiga Sicupira
Name: Carlos Alberto Da Veiga Sicupira
|
MARCEL HERRMANN TELLES
/s/ Marcel Herrmann Telles
Name: Marcel Herrmann Telles
|
Exhibit 99.1
|
Joint Filing Agreement
|
Exhibit 99.2
|
Item 7 Information
|
BRC S.À.R.L.
by /s/ Marcel Herrmann Telles
Name: Marcel Herrmann Telles
Title: Class A Director
|
|
by /s/ Roberto Moses Thompson Motta
Name: Roberto Moses Thompson Motta
Title: Class B Director
|
STICHTING ANHEUSER-BUSCH INBEV
by /s/ Paul Cornet de Ways Ruart
Name: Paul Cornet de Ways Ruart
Title: Class A Director
|
|
by /s/ Roberto Moses Thompson Motta
Name: Roberto Moses Thompson Motta
Title: Class B Director
|
EUGÉNIE PATRI SÉBASTIEN S.A.
by /s/ Paul Cornet de Ways Ruart
Name: Paul Cornet de Ways Ruart
Title: Director
|
|
by /s/ Alexandre Van Damme
Name: Alexandre Van Damme
Title: Director
|
|
by /s/ Grégoire de Spoelberch
Name: Grégoire de Spoelberch
Title: Director
|
RAYVAX SOCIÉTÉ D’INVESTISSEMENTS S.A.
by /s/ Paul Cornet de Ways Ruart
Name: Paul Cornet de Ways Ruart
Title: Director
|
|
by /s/ Bernard Boon Falleur
Name: Bernard Boon Falleur
Title: Director
|
SÉBASTIEN HOLDING NV/SA
by /s/ Paul Cornet de Ways Ruart
Name: Paul Cornet de Ways Ruart
Title: Director
|
|
by /s/ Bernard Boon Falleur
Name: Bernard Boon Falleur
Title: Director
|
FONDS INBEV-BAILLET LATOUR SPRL
by /s/ Alain De Waele
Name: Alain De Waele
Title: Director
|
FONDS VOORZITTER VERHELST BVBA
by /s/ Karin Van Roy
Name: Karin Van Roy
Title: Director
|
|
by /s/ Luc Hermans
Name: Luc Hermans
Title: Director
|
JORGE PAULO LEMANN
/s/ Jorge Paulo Lemann
Name: Jorge Paulo Lemann
|
CARLOS ALBERTO DA VEIGA SICUPIRA
/s/ Carlos Alberto Da Veiga Sicupira
Name: Carlos Alberto Da Veiga Sicupira
|
MARCEL HERRMANN TELLES
/s/ Marcel Herrmann Telles
Name: Marcel Herrmann Telles
|