SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-A
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR 12(g) OF THE
SECURITIES EXCHANGE ACT OF 1934
Anheuser-Busch InBev SA/NV
(Exact Name of Registrant as Specified in Its Charter)
| Belgium | Not Applicable | |
| (State or Other Jurisdiction of Incorporation or Organization) |
(I.R.S. Employer Identification no.) | |
| Brouwerijplein 1 3000 Leuven, Belgium |
Not Applicable | |
| (Address of Principal Executive Offices) | (Zip Code) | |
(FOR CO-REGISTRANTS, PLEASE SEE “TABLE OF CO-REGISTRANTS” ON THE FOLLOWING PAGE)
| If this form relates to the registration of a class of securities pursuant to Section 12(b) of the Exchange Act and is effective pursuant to General Instruction A.(c), please check the following box: x | If this form relates to the registration of a class of securities pursuant to Section 12(g) of the Exchange Act and is effective pursuant to General Instruction A.(d), please check the following box: ¨ |
| Securities Act registration statement file number to which this form relates: | 333-169514 | |
| (If applicable) |
Securities to be registered pursuant to Section 12(b) of the Act:
| Title of Each Class to be so Registered |
Name of Each Exchange on Which Each Class is to be Registered | |
| Floating Rate Notes due 2014 1.500% Notes due 2014 |
New York Stock Exchange New York Stock Exchange |
Securities to be registered pursuant to Section 12(g) of the Act:
None
(Title of Class)
TABLE OF CO-REGISTRANTS
| Exact Name as Specified in its Charter |
State or
Other |
Primary Standard Industrial Classification Number |
I.R.S. Employer Identification Number |
Address, Including Zip Code and | ||||
| Anheuser-Busch InBev Worldwide Inc.* | Delaware, United States | 2082 | 43-1162835 | One Busch Place, St. Louis, Missouri 63118, U.S.A. Tel: +1 (314) 577-2000 | ||||
| Cobrew NV/SA | Belgium | 2082 | N/A | Brouwerijplein 1, 3000 Leuven, Belgium Tel: +32 16 27 61 11 | ||||
| BrandBrew S.A. | Luxembourg | 2082 | N/A | 5, rue Gabriel Lippmann - Parc d’Activités Syrdall, L-5365 Münsbach Tel: +352 26 15 96 | ||||
| Anheuser-Busch Companies, Inc. | Delaware, United States | 2082 | 43-1162835 | One Busch Place, St. Louis, Missouri 63118, U.S.A. Tel: +1 (314) 577-2000 | ||||
| * | Anheuser-Busch InBev Worldwide Inc. is the issuer of the securities offered hereby. The other listed registrants are guarantors of the securities. |
INFORMATION REQUIRED IN REGISTRATION STATEMENT
The Registrant has filed with the Securities and Exchange Commission (the “Commission”) a red prospectus supplement dated July 7, 2011 (the “Red Prospectus Supplement”) to a prospectus dated September 21, 2010 (the “Prospectus”), relating to the securities to be registered hereunder included in the Registrant’s automatic shelf Registration Statement on Form F-3 (File No. 333-169514), which became automatically effective on September 21, 2010.
| Item 1. | Description of Registrant’s Securities to be Registered |
The material set forth in (i) the section captioned “Description of Debt Securities and Guarantees”, “Legal Ownership” and “Tax Considerations” in the registrant’s Registration Statement on Form F-3 (File No. 333-169514) filed with the Securities and Exchange Commission on September 21, 2010, and (ii) the sections captioned “Description of the Notes” and “Taxation” in the Issuer’s Red Prospectus Supplement, dated July 7, 2011 are each incorporated herein by reference. Copies of such descriptions will be filed with the New York Stock Exchange, Inc.
| Item 2. | Exhibits. |
| 4.1. | Indenture, dated as of October 16, 2009, among the Company, Anheuser-Busch InBev SA/NV, Brandbrew S.A., Cobrew NV/SA and Anheuser-Busch Companies, Inc. and The Bank of New York Mellon Trust Company, N.A., as trustee (the “Trustee”) (incorporated by reference to Exhibit 4.1 to Form F-4 (File No. 333-163464) filed by Anheuser-Busch InBev SA/NV on December 3, 2009). | |
| 4.2 | Fifth Supplemental Indenture, dated as of 27 November 2009, among Anheuser-Busch InBev Worldwide Inc., Anheuser-Busch InBev SA/NV, the Subsidiary Guarantors named therein, and The Bank of New York Mellon Trust Company, N.A., as Trustee (incorporated by reference to Exhibit 4.6 to Form F-4 (File No. 333-163464) filed by Anheuser-Busch InBev SA/NV on 3 December 2009). | |
| 4.3 | Tenth Supplemental Indenture, dated as of 7 April 2010, among Anheuser-Busch InBev Worldwide Inc., Anheuser-Busch InBev SA/NV, the Subsidiary Guarantors named therein, and The Bank of New York Mellon Trust Company, N.A., as Trustee (incorporated by reference to Exhibit 2.3 to Form 20-F filed by Anheuser-Busch InBev SA/NV on 13 April 2011). | |
| 4.4 | Form of Twenty-Second Supplemental Indenture, among the Company, Anheuser-Busch InBev SA/NV, Brandbrew S.A., Cobrew NV/SA and Anheuser-Busch Companies, Inc. and the Trustee. | |
| 4.5 | Form of Twenty-Third Supplemental Indenture, among the Company, Anheuser-Busch InBev SA/NV, Brandbrew S.A., Cobrew NV/SA and Anheuser-Busch Companies, Inc. and the Trustee. | |
SIGNATURE
Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, the registrant has duly caused this registration statement to be signed on its behalf by the undersigned, thereto duly authorized.
| Anheuser-Busch InBev Worldwide Inc. | ||||||||||||
| Date: July 8, 2011 | By: | /s/ Scott Gray | ||||||||||
| Name: | Scott Gray | |||||||||||
| Title: | Authorized Signatory | |||||||||||
| Anheuser-Busch InBev SA/NV | ||||||||||||
| By: | /s/ Christina Frank | By: | /s/ Scott Gray | |||||||||
| Name: | Christina Frank | Name: | Scott Gray | |||||||||
| Title: | Authorized Signatory | Title: | Authorized Signatory | |||||||||
| Cobrew NV/SA | ||||||||||||
| By: | /s/ Scott Gray | |||||||||||
| Name: | Scott Gray | |||||||||||
| Title: | Authorized Signatory | |||||||||||
| BrandBrew S.A. | ||||||||||||
| By: | /s/ Scott Gray | |||||||||||
| Name: | Scott Gray | |||||||||||
| Title: | Authorized Signatory | |||||||||||
| Anheuser-Busch Companies, Inc. | ||||
| By: | /s/ Scott Gray | |||
| Name: | Scott Gray | |||
| Title: | Authorized Signatory | |||
INDEX TO EXHIBITS
| Exhibit No. |
||
| 4.1. | Indenture, dated as of October 16, 2009, among the Company, Anheuser-Busch InBev SA/NV, Brandbrew S.A., Cobrew NV/SA and Anheuser-Busch Companies, Inc. and The Bank of New York Mellon Trust Company, N.A., as trustee (the “Trustee”) (incorporated by reference to Exhibit 4.1 to Form F-4 (File No. 333-163464) filed by Anheuser-Busch InBev SA/NV on December 3, 2009). | |
| 4.2 | Fifth Supplemental Indenture, dated as of 27 November 2009, among Anheuser-Busch InBev Worldwide Inc., Anheuser-Busch InBev SA/NV, the Subsidiary Guarantors named therein, and The Bank of New York Mellon Trust Company, N.A., as Trustee (incorporated by reference to Exhibit 4.6 to Form F-4 (File No. 333-163464) filed by Anheuser-Busch InBev SA/NV on 3 December 2009). | |
| 4.3 | Tenth Supplemental Indenture, dated as of 7 April 2010, among Anheuser-Busch InBev Worldwide Inc., Anheuser-Busch InBev SA/NV, the Subsidiary Guarantors named therein, and The Bank of New York Mellon Trust Company, N.A., as Trustee (incorporated by reference to Exhibit 2.3 to Form 20-F filed by Anheuser-Busch InBev SA/NV on 13 April 2011). | |
| 4.4 | Form of Twenty-Second Supplemental Indenture, among the Company, Anheuser-Busch InBev SA/NV, Brandbrew S.A., Cobrew NV/SA and Anheuser-Busch Companies, Inc. and the Trustee. | |
| 4.5 | Form of Twenty-Third Supplemental Indenture, among the Company, Anheuser-Busch InBev SA/NV, Brandbrew S.A., Cobrew NV/SA and Anheuser-Busch Companies, Inc. and the Trustee. | |