Common use of Fixed/Floating Rate Notes Clause in Contracts

Fixed/Floating Rate Notes. Fixed/Floating Rate Notes may bear interest at a rate that an Issuer may elect to convert from a fixed rate to a floating rate, or from a floating rate to a fixed rate. An Issuer’s ability to convert the interest rate will affect the secondary market and the market value of such Notes since such Issuer may be expected to convert the rate when it is likely to produce a lower overall cost of borrowing. If such Issuer converts from a fixed rate to a floating rate, the spread on the Fixed/Floating Rate Notes may be less favourable than then prevailing spreads on comparable Floating Rate Notes tied to the same reference rate. In addition, the new floating rate at any time may be lower than the rates on other Notes. If such Issuer converts from a floating rate to a fixed rate, the fixed rate may be lower than then prevailing rates on its Notes. Notes issued at a substantial discount or premium. The market values of securities issued at a substantial discount or premium to their nominal amount tend to fluctuate more in relation to general changes in interest rates than do prices for conventional interest-bearing securities. Generally, the longer the remaining term of the securities, the greater the price volatility as compared to conventional interest-bearing securities with comparable maturities. Trustee may request indemnity from noteholders. At any time after the Notes shall have become immediately due and repayable pursuant to Condition 12 or otherwise, the Trustee may request noteholders to provide an indemnity to its satisfaction before instituting proceedings against the Issuer and/or the Guarantor. Please see Condition 12 of the Terms and Conditions of the Notes for details. Perpetual Notes may be issued for which investors have no right to require redemption. Any perpetual Notes issued under the Programme are perpetual and have no fixed final maturity date. Holders of perpetual Notes have no right to require the Issuer to redeem perpetual Notes at any time, and an investor who acquires perpetual Notes may only dispose of such perpetual Notes by sale. Holders of perpetual Notes who wish to sell their perpetual Notes may be unable to do so at a price at or above the amount they have paid for them, or at all. Therefore, holders of perpetual Notes should be aware that they may be required to bear the financial risks of an investment in perpetual Notes for an indefinite period of time.

Fixed/Floating Rate Notes. Fixed/Floating Rate Notes may bear interest at a rate that an the relevant Issuer may elect to convert from a fixed rate to a floating rate, or from a floating rate to a fixed rate. An Such Issuer’s ability to convert the interest rate will affect the secondary market and the market value of such Notes since such the relevant Issuer may be expected to convert the rate when it is likely to produce a lower overall cost of borrowing. If such the relevant Issuer converts from a fixed rate to a floating rate, the spread on the Fixed/Floating Rate Notes may be less favourable than then prevailing spreads on comparable Floating Rate Notes tied to the same reference rate. In addition, the new floating rate at any time may be lower than the rates on other Notes. If such the relevant Issuer converts from a floating rate to a fixed rate, the fixed rate may be lower than then the prevailing rates on its Notes. Notes issued at a substantial discount or premium. premium The market values of securities issued at a substantial discount or premium to their nominal amount tend to fluctuate more in relation to general changes in interest rates than do prices for conventional interest-bearing securities. Generally, the longer the remaining term of the securities, the greater the price volatility as compared to conventional interest-bearing securities with comparable maturities. The Notes are redeemable in the event of certain withholding taxes being applicable There can be no assurance as to whether or not payments on the Notes may be made without withholding taxes or deductions applying for or on account of any present or future taxes, duties, assessments or governmental charges of whatever nature imposed, levied, collected, withheld or assessed by or on behalf of a Tax Jurisdiction or any political subdivision therein or thereof having power to tax, unless the withholding or deduction of such taxes, duties, assessments, or governmental charges is required by law. Although pursuant to the Conditions, each Relevant Obligor is required to gross up payments on account of any such withholding taxes or deductions (whether by way of EIT, VAT or otherwise), a Branch Issuer or a Subsidiary Issuer also has the right to redeem the Notes at any time in the event (i) a Relevant Obligor has or will become obliged to pay additional amounts as provided or referred to in Condition 14 (Taxation) as a result of any change in, or amendment to, the laws or regulations of a Tax Jurisdiction or any political subdivision or any authority thereof or therein having power to tax, or any change in the application or official interpretation of such laws or regulations (including a holding by a court of competent jurisdiction), which change or amendment becomes effective on or after the date of issue of the first Tranche of the Notes, (ii) such obligation cannot be avoided by the Relevant Obligor taking reasonable measures available to it, and (iii) in the case of Subordinated Notes, the prior written approval of the Regulatory(ies) specified in the relevant Pricing Supplement shall have been obtained. If the relevant Issuer redeems the Notes prior to their maturity dates, investors may not receive the same economic benefits they would have received had they held the Notes to maturity, and they may not be able to reinvest the proceeds they receive in a redemption in similar securities. In addition, such Issuer’s ability to redeem the Notes may reduce the market price of the Notes. The Trustee may request that the Noteholders provide an indemnity from noteholders. At any time after and/or security and/or prefunding to its satisfaction In certain circumstances (including without limitation the Notes shall have become immediately due and repayable giving of notice to the Relevant Obligor(s) pursuant to Condition 12 or otherwise15 (Events of Default) and the taking of enforcement steps pursuant to Condition 20 (Enforcement)), the Trustee may (at its sole discretion) request noteholders the Noteholders to provide an indemnity and/or security and/or prefunding to its satisfaction before instituting proceedings against the Issuer and/or the Guarantor. Please see Condition 12 it takes actions on behalf of the Terms Noteholders. The Trustee shall not be obliged to take any such actions if not indemnified and/or secured and/or prefunded to its satisfaction. Negotiating and Conditions agreeing to any indemnity and/or security and/or prefunding can be a lengthy process and may impact on when such actions can be taken. The Trustee may not be able to take actions notwithstanding the provision of an indemnity and/or security and/or prefunding to it, in breach of the terms of the relevant Non-Guaranteed Notes for details. Perpetual Trust Deed, the relevant Guaranteed Notes may be issued for which investors have no right to require redemption. Any perpetual Trust Deed, the relevant Deed of Guarantee, the relevant Alternative Trust Deed or the Conditions constituting the Notes issued under the Programme are perpetual and have no fixed final maturity date. Holders of perpetual Notes have no right to require the Issuer to redeem perpetual Notes at any time, and an investor who acquires perpetual Notes may only dispose of in such perpetual Notes by sale. Holders of perpetual Notes who wish to sell their perpetual Notes may be unable to do so at a price at or above the amount they have paid for themcircumstances, or at all. Thereforewhere there is uncertainty or dispute as to the applicable laws or regulations, holders of perpetual Notes should to the extent permitted by the agreements and the applicable law, it will be aware that they may be required for the Noteholders to bear the financial risks of an investment in perpetual Notes for an indefinite period of timetake such actions directly.

Fixed/Floating Rate Notes. Fixed/Floating Rate Notes may bear interest at a rate that an Issuer may elect to convert converts from a fixed rate to a floating rate, or from a floating rate to a fixed rate. An Issuer’s ability Where the relevant Issuer has the right to convert the interest rate effect such a conversion, this will affect the secondary market and the market value of such the Notes since such the relevant Issuer may be expected to convert the rate when it is likely to produce a lower overall cost of borrowing. If such the relevant Issuer converts from a fixed rate to a floating raterate in such circumstances, the spread on the Fixed/Floating Rate Notes may be less favourable than then prevailing spreads on comparable Floating Rate Notes tied to the same reference rate. In addition, the new floating rate at any time may be lower than the rates on other Notes. If such the relevant Issuer converts from a floating rate to a fixed raterate in such circumstances, the fixed rate may be lower than then prevailing rates on its Notes. Notes issued at a substantial discount or premium. The market values of securities issued at a substantial discount or premium to from their nominal principal amount tend to fluctuate more in relation to general changes in interest rates than do prices for conventional interest-bearing securities. Generally, the longer the remaining term of the securities, the greater the price volatility as compared to conventional interest-bearing securities with comparable maturities. Trustee may request indemnity from noteholdersNeither the Domiciliary Agent nor the Common Depositary is required to segregate amounts received by it in respect of any Notes. At any time after the Notes shall have become immediately due The terms and repayable pursuant to Condition 12 or otherwise, the Trustee may request noteholders to provide an indemnity to its satisfaction before instituting proceedings against the Issuer and/or the Guarantor. Please see Condition 12 of the Terms and Conditions conditions of the Notes for details. Perpetual Notes may be issued for which investors have no right to require redemption. Any perpetual and the Domiciliary Agency Agreement and Agency Agreement provide that, (a) in the case of Notes issued under by Anheuser-Xxxxx InBev and cleared through the Programme are perpetual X/N Clearing System, the Domiciliary Agent will debit the relevant account of Anheuser-Xxxxx InBev and have no fixed final maturity dateuse such funds to make payment to the Noteholders, and (b) in the case of Notes issued by an Issuer other than Anheuser-Xxxxx InBev (or any of its U.S. subsidiaries) and represented by one or more bearer Global Notes, the relevant Issuer will make payment to, or to the order of, the holder of the relevant Global Note(s). Holders In the case of perpetual Notes have no right (b) above, such funds will be used to require make payment (through Euroclear and Clearstream, Luxembourg) to holders of beneficial interests in such Global Note(s). In each case, the obligations of the relevant Issuer will be discharged by payment to, or to redeem perpetual Notes the order of, the Domiciliary Agent or the Common Depositary, as applicable, in respect of each amount so paid. Neither the Domiciliary Agent nor the Common Depositary is required to segregate any such amounts received by it in respect of the Notes, and in the event that the Domiciliary Agent or Common Depositary, as applicable, were subject to insolvency proceedings at any timetime when it held any such amounts, Noteholders would not have any further claim against the relevant Issuer or the Guarantors in respect of such amounts, and an investor who acquires perpetual Notes may only dispose of such perpetual Notes by sale. Holders of perpetual Notes who wish to sell their perpetual Notes may be unable to do so at a price at or above the amount they have paid for them, or at all. Therefore, holders of perpetual Notes should be aware that they may would be required to bear claim such amounts from the financial Domiciliary Agent or the Common Depositary, as applicable, in accordance with applicable insolvency laws. Risks related to Notes generally Set out below is a brief description of certain risks of an investment in perpetual relating to the Notes for an indefinite period of time.generally:

Fixed/Floating Rate Notes. Fixed/Floating Rate Notes may bear interest at a rate that an the relevant Issuer may elect to convert from a fixed rate to a floating rate, or from a floating rate to a fixed rate. An The relevant Issuer’s ability to convert the interest rate will affect the secondary market and the market value of such the Notes since such Issuer may be expected to convert the rate when it is likely to produce a lower overall cost of borrowing. If such the relevant Issuer converts from a fixed rate to a floating rate, the spread on the Fixed/Floating Rate Notes may be less favourable than then prevailing spreads on comparable Floating Rate Notes tied to the same reference rate. In addition, the new floating rate at any time may be lower than the rates on other Notes. If such the relevant Issuer converts from a floating rate to a fixed rate, the fixed rate may be lower than then prevailing rates on its Notes. Notes issued at a substantial discount or premium. premium The market values of securities issued at a substantial discount or premium to from their nominal principal amount tend to fluctuate more in relation to general changes in interest rates than do prices for conventional interest-bearing securities. Generally, the longer the remaining term of the securities, the greater the price volatility as compared to conventional interest-bearing securities with comparable maturities. Trustee Interest rate risks expose investors to the risk of changes in market interest An investment in Fixed Interest Rate Notes involves the risk that subsequent changes in market interest rates may request indemnity from noteholders. At any time after adversely affect the Notes shall have become immediately due and repayable pursuant to Condition 12 or otherwise, the Trustee may request noteholders to provide an indemnity to its satisfaction before instituting proceedings against the Issuer and/or the Guarantor. Please see Condition 12 value of the Terms Fixed Interest Rate Notes. Investors will not be able to calculate in advance their rate of return on Floating Rate Notes A key difference between Floating Rate Notes and Conditions Fixed Interest Rate Notes is that interest income on Floating Rate Notes cannot be anticipated. Due to varying interest income, investors are not able to determine a definite yield of Floating Rate Notes at the time they purchase them, so that their return on investment cannot be compared with that of investments having longer fixed interest periods. If the terms and conditions of the Notes provide for detailsfrequent interest payment dates, investors are exposed to the reinvestment risk if market interest rates decline. Perpetual That is, investors may reinvest the interest income paid to them only at the relevant lower interest rates then prevailing. Zero coupon Notes may be issued for which investors are subject to higher price fluctuations than non-discounted Notes Changes in market interest rates have no right a substantially stronger impact on the prices of zero coupon bonds than on the prices of ordinary bonds because the discounted issue prices are substantially below par. If market interest rates increase, zero coupon bonds can suffer higher price losses than other bonds having the same maturity and credit rating. Due to require redemption. Any perpetual Notes issued under the Programme their leverage effect, zero coupon bonds are perpetual and have no fixed final maturity date. Holders a type of perpetual Notes have no right to require the Issuer to redeem perpetual Notes at any time, and an investor who acquires perpetual Notes may only dispose of such perpetual Notes by sale. Holders of perpetual Notes who wish to sell their perpetual Notes may be unable to do so at investment associated with a particularly high price at or above the amount they have paid for them, or at all. Therefore, holders of perpetual Notes should be aware that they may be required to bear the financial risks of an investment in perpetual Notes for an indefinite period of timerisk.

Fixed/Floating Rate Notes. Fixed/Floating Rate Notes may bear interest at a rate that an Issuer may elect to convert converts from a fixed rate to a floating rate, or from a floating rate to a fixed rate. An Issuer’s ability Where the relevant Issuer has the right to convert the interest rate effect such a conversion, this will affect the secondary market and the market value of such the Notes since such the relevant Issuer may be expected to convert the rate when it is likely to produce a lower overall cost of borrowing. If such the relevant Issuer converts from a fixed rate to a floating raterate in such circumstances, the spread on the Fixed/Floating Rate Notes may be less favourable than then prevailing spreads on comparable Floating Rate Notes tied to the same reference rate. In addition, the new floating rate at any time may be lower than the rates on other Notes. If such the relevant Issuer converts from a floating rate to a fixed raterate in such circumstances, the fixed rate may be lower than then prevailing rates on its Notes. Notes issued at a substantial discount or premium. The market values of securities issued at a substantial discount or premium to from their nominal principal amount tend to fluctuate more in relation to general changes in interest rates than do prices for conventional interest-bearing securities. Generally, the longer the remaining term of the securities, the greater the price volatility as compared to conventional interest-bearing securities with comparable maturities. Trustee may request indemnity from noteholdersNeither the Domiciliary Agent nor the Common Depositary is required to segregate amounts received by it in respect of any Notes. At any time after the Notes shall have become immediately due The terms and repayable pursuant to Condition 12 or otherwise, the Trustee may request noteholders to provide an indemnity to its satisfaction before instituting proceedings against the Issuer and/or the Guarantor. Please see Condition 12 of the Terms and Conditions conditions of the Notes for details. Perpetual Notes may be issued for which investors have no right to require redemption. Any perpetual and the Domiciliary Agency Agreement and Agency Agreement provide that, (a) in the case of Notes issued under by Anheuser-Xxxxx InBev and cleared through the Programme are perpetual X/N Clearing System, the Domiciliary Agent will debit the relevant account of Anheuser-Xxxxx InBev and have no fixed final maturity dateuse such funds to make payment to the Noteholders, and (b) in the case of Notes issued by Xxxxxxxxx and represented by one or more bearer Global Notes, Brandbrew will make payment to, or to the order of, the holder of the relevant Global Note(s). Holders In the case of perpetual Notes have no right (b) above, such funds will be used to require make payment (through Euroclear and Clearstream, Luxembourg) to holders of beneficial interests in such Global Note(s). In each case, the obligations of the relevant Issuer will be discharged by payment to, or to redeem perpetual Notes the order of, the Domiciliary Agent or the Common Depositary, as applicable, in respect of each amount so paid. Neither the Domiciliary Agent nor the Common Depositary is required to segregate any such amounts received by it in respect of the Notes, and in the event that the Domiciliary Agent or Common Depositary, as applicable, were subject to insolvency proceedings at any timetime when it held any such amounts, Noteholders would not have any further claim against the relevant Issuer or the Guarantors in respect of such amounts, and an investor who acquires perpetual Notes may only dispose of such perpetual Notes by sale. Holders of perpetual Notes who wish to sell their perpetual Notes may be unable to do so at a price at or above the amount they have paid for them, or at all. Therefore, holders of perpetual Notes should be aware that they may would be required to bear claim such amounts from the financial Domiciliary Agent or the Common Depositary, as applicable, in accordance with applicable insolvency laws. Risks related to Notes generally Set out below is a brief description of certain risks of an investment in perpetual relating to the Notes for an indefinite period of time.generally:

Fixed/Floating Rate Notes. Fixed/Floating Rate Notes may bear interest at a rate that an Issuer may elect to convert converts from a fixed rate to a floating rate, or from a floating rate to a fixed rate. An Issuer’s ability Where the relevant Issuer has the right to convert the interest rate effect such conversion, this will affect the secondary market and the market value of such the Notes since such the relevant Issuer may be expected to convert the rate when it is likely to produce a lower overall cost of borrowing. If such the relevant Issuer converts from a fixed rate to a floating raterate in such circumstances, the spread on the Fixed/Floating Rate Notes may be less favourable than then prevailing spreads on comparable Floating Rate Notes tied to the same reference rate. In addition, the new floating rate at any time may be lower than the rates on other Notes. If such the relevant Issuer converts from a floating rate to a fixed raterate in such circumstances, the fixed rate may be lower than then prevailing rates on its Notes. Notes issued at a substantial discount or premium. premium The market values of securities issued at a substantial discount or premium to from their nominal principal amount tend to fluctuate more in relation to general changes in interest rates than do prices for conventional interest-bearing securities. Generally, the longer the remaining term of the securities, the greater the price volatility as compared to conventional interest-bearing securities with comparable maturities. Trustee may request indemnity from noteholders. At any time after The obligations under Subordinated Notes are subordinated The relevant Issuer’s (and, if the Notes shall have become immediately due and repayable pursuant to Condition 12 or otherwiseare guaranteed by the Guarantor, the Trustee Guarantor’s) obligations under Subordinated Notes will be subordinated, as described in the applicable Final Terms. Although Subordinated Notes may request noteholders pay a higher rate of interest than comparable Notes which are not subordinated, there is a real risk that an investor in Subordinated Notes will lose all or some of his investment should the relevant Issuer or, if applicable, the Guarantor become insolvent. Trading in the clearing systems In relation to provide any issue of Notes which have a minimum denomination and are tradeable in the clearing systems in amounts above such minimum denomination which are smaller than it, should definitive Notes be required to be issued, a holder who does not have an indemnity to its satisfaction before instituting proceedings against the Issuer and/or the Guarantor. Please see Condition 12 integral multiple of the Terms minimum denomination in his account with the relevant clearing system at the relevant time may not receive all of his entitlement in the form of definitive Notes unless and Conditions until such time as his holding becomes an integral multiple of the minimum denomination. Risks related to Notes generally Set out below is a brief description of certain risks relating to the Notes generally: Modification, waivers and substitution The conditions of the Notes contain provisions for detailscalling meetings of Noteholders to consider matters affecting their interests generally. Perpetual These provisions permit defined majorities to bind all Noteholders including Noteholders who did not attend and vote at the relevant meeting and Noteholders who voted in a manner contrary to the majority. The conditions of the Notes also provide that the Issuer (where the Issuer is other than Telekom Austria) may, without the consent of Noteholders, be replaced and substituted by the Guarantor or any company falling within the parameters of Condition 15(b)(i) as principal debtor in respect of any Notes, in the circumstances described in Condition 15 of the conditions of the Notes. EU Savings Directive Under EC Council Directive 2003/48/EC on the taxation of savings income, Member States are required, from 1st July, 2005, to provide to the tax authorities of another Member State details of payments of interest (or similar income) paid by a person within its jurisdiction to an individual resident in that other Member State. However, for a transitional period, Belgium, Luxembourg and Austria are instead required (unless during that period they elect otherwise) to operate a withholding system in relation to such payments (the ending of such transitional period being dependent upon the conclusion of certain other agreements relating to information exchange with certain other countries). A number of non-EU countries and territories including Switzerland have agreed to adopt similar measures (a withholding system in the case of Switzerland) with effect from the same date. If, following implementation of this Directive, a payment were to be made or collected through a Member State which has opted for a withholding system and an amount of, or in respect of tax were to be withheld from that payment, neither the relevant Issuer nor any Paying Agent nor any other person would be obliged to pay additional amounts with respect to any Note as a result of the imposition of such withholding tax. If a withholding tax is imposed on payment made by a Paying Agent following implementation of this Directive, Telekom Austria and TFG will be required to maintain a Paying Agent in a Member State that will not be obliged to withhold or deduct tax pursuant to the Directive. Change of law The conditions of the Notes are based on English law in effect as at the date of this Prospectus. No assurance can be given as to the impact of any possible judicial decision or change to English law or administrative practice after the date of this Prospectus. Risks related to the market generally Set out below is a brief description of the principal market risks, including liquidity risk, exchange rate risk, interest rate risk and credit risk: The secondary market generally Notes may be issued for which investors have no right established trading market when issued, and one may never develop. If a market does develop, it may not be very liquid. Therefore, investors may not be able to require redemptionsell their Notes easily or at prices that will provide them with a yield comparable to similar investments that have a developed secondary market. Any perpetual This is particularly the case for Notes issued that are especially sensitive to interest rate, currency or market risks, are designed for specific investment objectives or strategies or have been structured to meet the investment requirements of limited categories of investors. These types of Notes generally would have a more limited secondary market and more price volatility than conventional debt securities. Illiquidity may have a severely adverse effect on the market value of Notes. Exchange rate risks and exchange controls The relevant Issuer will pay principal and interest on the Notes and the Guarantor (where the Issuer is other than Telekom Austria) will make any payments under the Programme Guarantee in the Specified Currency. This presents certain risks relating to currency conversions if an investor’s financial activities are perpetual denominated principally in a currency or currency unit (the ‘‘Investor’s Currency‘‘) other than the Specified Currency. These include the risk that exchange rates may significantly change (including changes due to devaluation of the Specified Currency or revaluation of the Investor’s Currency) and the risk that authorities with jurisdiction over the Investor’s Currency may impose or modify exchange controls. An appreciation in the value of the Investor’s Currency relative to the Specified Currency would decrease (1) the Investor’s Currency-equivalent yield on the Notes, (2) the Investor’s Currency-equivalent value of the principal payable on the Notes and (3) the Investor’s Currency- equivalent market value of the Notes. Government and monetary authorities may impose (as some have done in the past) exchange controls that could adversely affect an applicable exchange rate. As a result, investors may receive less interest or principal than expected, or no fixed final maturity dateinterest or principal. Holders Interest rate risks Investment in Fixed Rate Notes involves the risk that subsequent changes in market interest rates may adversely affect the value of perpetual Notes have no right the Fixed Rate Notes. Credit ratings may not reflect all risks One or more independent credit rating agencies may assign credit ratings to require the Issuer Notes. The ratings may not reflect the potential impact of all risks related to redeem perpetual Notes structure, market, additional factors discussed above, and other factors that may affect the value of the Notes. A credit rating is not a recommendation to buy, sell or hold securities and may be revised or withdrawn by the rating agency at any time. Legal investment considerations may restrict certain investments The investment activities of certain investors are subject to legal investment laws and regulations, or review or regulation by certain authorities. Each potential investor should consult its legal advisers to determine whether and to what extent (1) Notes are legal investments for it, (2) Notes can be used as collateral for various types of borrowing and (3) other restrictions apply to its purchase or pledge of any Notes. Financial institutions should consult their legal advisors or the appropriate regulators to determine the appropriate treatment of Notes under any applicable risk-based capital or similar rules. DOCUMENTS INCORPORATED BY REFERENCE The following documents which have previously been published or are published simultaneously with this Prospectus and have been filed with the CSSF shall be incorporated in, and an investor who acquires perpetual Notes may only dispose of such perpetual Notes by sale. Holders of perpetual Notes who wish to sell their perpetual Notes may be unable to do so at a price at or above the amount they have paid for themform part of, or at all. Therefore, holders of perpetual Notes should be aware that they may be required to bear the financial risks of an investment in perpetual Notes for an indefinite period of time.this Prospectus:

Fixed/Floating Rate Notes. Fixed/Floating Rate Notes may bear interest at a rate that an Issuer may elect to convert converts from a fixed rate to a floating rate, or from a floating rate to a fixed rate. An Issuer’s ability Where the relevant Issuer has the right to convert the interest rate effect such a conversion, this will affect the secondary market and the market value of such the Notes since such the relevant Issuer may be expected to convert the rate when it is likely to produce a lower overall cost of borrowing. If such the relevant Issuer converts from a fixed rate to a floating raterate in such circumstances, the spread on the Fixed/Floating Rate Notes may be less favourable than then prevailing spreads on comparable Floating Rate Notes tied to the same reference rate. In addition, the new floating rate at any time may be lower than the rates on other Notes. If such the relevant Issuer converts from a floating rate to a fixed raterate in such circumstances, the fixed rate may be lower than then prevailing rates on its Notes. Notes issued at a substantial discount or premium. premium The market values of securities issued at a substantial discount or premium to from their nominal principal amount tend to fluctuate more in relation to general changes in interest rates than do prices for conventional interest-bearing securities. Generally, the longer the remaining term of the securities, the greater the price volatility as compared to conventional interest-bearing securities with comparable maturities. Trustee may request indemnity from noteholders. At Neither the Domiciliary Agent nor the Common Depositary is required to segregate amounts received by it in respect of any time after the Notes shall have become immediately due The terms and repayable pursuant to Condition 12 or otherwise, the Trustee may request noteholders to provide an indemnity to its satisfaction before instituting proceedings against the Issuer and/or the Guarantor. Please see Condition 12 of the Terms and Conditions conditions of the Notes for details. Perpetual Notes may be issued for which investors have no right to require redemption. Any perpetual and the Domiciliary Agency Agreement and Agency Agreement provide that, (a) in the case of Notes issued under by Anheuser-Xxxxx InBev and cleared through the Programme are perpetual X/N Clearing System, the Domiciliary Agent will debit the relevant account of Anheuser-Xxxxx InBev and have no fixed final maturity dateuse such funds to make payment to the Noteholders, and (b) in the case of Notes issued by an Issuer other than Anheuser-Xxxxx InBev and represented by one or more bearer Global Notes, the relevant Issuer will make payment to, or to the order of, the holder of the relevant Global Note(s). Holders In the case of perpetual Notes have no right (b) above, such funds will be used to require make payment (through Euroclear and Clearstream, Luxembourg) to holders of beneficial interests in such Global Note(s). In each case, the obligations of the relevant Issuer will be discharged by payment to, or to redeem perpetual Notes the order of, the Domiciliary Agent or the Common Depositary, as applicable, in respect of each amount so paid. Neither the Domiciliary Agent nor the Common Depositary is required to segregate any such amounts received by it in respect of the Notes, and in the event that the Domiciliary Agent or Common Depositary, as applicable, were subject to insolvency proceedings at any timetime when it held any such amounts, Noteholders would not have any further claim against the relevant Issuer or the Guarantors in respect of such amounts, and an investor who acquires perpetual Notes may only dispose of such perpetual Notes by sale. Holders of perpetual Notes who wish to sell their perpetual Notes may be unable to do so at a price at or above the amount they have paid for them, or at all. Therefore, holders of perpetual Notes should be aware that they may would be required to bear claim such amounts from the financial Domiciliary Agent or the Common Depositary, as applicable, in accordance with applicable insolvency laws. Risks related to Notes generally Set out below is a brief description of certain risks of an investment in perpetual relating to the Notes for an indefinite period of time.generally:

Fixed/Floating Rate Notes. Fixed/Floating Rate Notes may bear interest at a rate that an Issuer may elect to convert converts from a fixed rate to a floating rate, or from a floating rate to a fixed rate. An Issuer’s ability Where the relevant Issuer has the right to convert the interest rate effect such a conversion, this will affect the secondary market and the market value of such the Notes since such the relevant Issuer may be expected to convert the rate when it is likely to produce a lower overall cost of borrowing. If such the relevant Issuer converts from a fixed rate to a floating raterate in such circumstances, the spread on the Fixed/Floating Rate Notes may be less favourable than then prevailing spreads on comparable Floating Rate Notes tied to the same reference rate. In addition, the new floating rate at any time may be lower than the rates on other Notes. If such the relevant Issuer converts from a floating rate to a fixed raterate in such circumstances, the fixed rate may be lower than then prevailing rates on its Notes. Notes issued at a substantial discount or premium. The market values of securities issued at a substantial discount or premium to from their nominal principal amount tend to fluctuate more in relation to general changes in interest rates than do prices for conventional interest-bearing securities. Generally, the longer the remaining term of the securities, the greater the price volatility as compared to conventional interest-bearing securities with comparable maturities. Trustee may request indemnity from noteholdersNeither the Domiciliary Agent nor the Common Depositary is required to segregate amounts received by it in respect of any Notes. At any time after the Notes shall have become immediately due The terms and repayable pursuant to Condition 12 or otherwise, the Trustee may request noteholders to provide an indemnity to its satisfaction before instituting proceedings against the Issuer and/or the Guarantor. Please see Condition 12 of the Terms and Conditions conditions of the Notes for details. Perpetual Notes may be issued for which investors have no right to require redemption. Any perpetual and the Domiciliary Agency Agreement and Agency Agreement provide that, (a) in the case of Notes issued under by Anheuser-Xxxxx InBev and cleared through the Programme are perpetual X/N Clearing System, the Domiciliary Agent will debit the relevant account of Anheuser-Xxxxx InBev and have no fixed final maturity dateuse such funds to make payment to the Noteholders, and (b) in the case of Notes issued by Brandbrew and represented by one or more bearer Global Notes, Brandbrew will make payment to, or to the order of, the holder of the relevant Global Note(s). Holders In the case of perpetual Notes have no right (b) above, such funds will be used to require make payment (through Euroclear and Clearstream, Luxembourg) to holders of beneficial interests in such Global Note(s). In each case, the obligations of the relevant Issuer will be discharged by payment to, or to redeem perpetual Notes the order of, the Domiciliary Agent or the Common Depositary, as applicable, in respect of each amount so paid. Neither the Domiciliary Agent nor the Common Depositary is required to segregate any such amounts received by it in respect of the Notes, and in the event that the Domiciliary Agent or Common Depositary, as applicable, were subject to insolvency proceedings at any timetime when it held any such amounts, Noteholders would not have any further claim against the relevant Issuer or the Guarantors in respect of such amounts, and an investor who acquires perpetual Notes may only dispose of such perpetual Notes by sale. Holders of perpetual Notes who wish to sell their perpetual Notes may be unable to do so at a price at or above the amount they have paid for them, or at all. Therefore, holders of perpetual Notes should be aware that they may would be required to bear claim such amounts from the financial Domiciliary Agent or the Common Depositary, as applicable, in accordance with applicable insolvency laws. Risks related to Notes generally Set out below is a brief description of certain risks of an investment in perpetual relating to the Notes for an indefinite period of time.generally:

Fixed/Floating Rate Notes. Fixed/Floating Rate Notes may bear interest at a rate that an Issuer may elect to convert converts from a fixed rate to a floating rate, or from a floating rate to a fixed rate. An Issuer’s ability Where the relevant Issuer has the right to convert the interest rate effect such a conversion, this will affect the secondary market and the market value of such the Notes since such the relevant Issuer may be expected to convert the rate when it is likely to produce a lower overall cost of borrowing. If such the relevant Issuer converts from a fixed rate to a floating rate, the spread on the Fixed/Floating Rate Notes may be less favourable than then prevailing spreads on comparable Floating Rate Notes tied to the same reference rate. In addition, the new floating rate at any time may be lower than the rates on other Notes. If such the relevant Issuer converts from a floating rate to a fixed rate, the fixed rate may be lower than then prevailing rates on its Notes. Notes issued at a substantial discount or premium. premium The market values of securities issued at a substantial discount or premium to from their nominal principal amount tend to fluctuate more in relation to general changes in interest rates than do prices for conventional interest-bearing securities. Generally, the longer the remaining term of the securities, the greater the price volatility as compared to conventional interest-bearing securities with comparable maturities. Trustee may request indemnity from noteholders. At Trading in the clearing systems In relation to any time after issue of Notes which have a minimum denomination and are tradeable in the clearing systems in amounts above such minimum denomination which are smaller than it, should definitive Notes shall have become immediately due and repayable pursuant to Condition 12 or otherwise, the Trustee may request noteholders to provide an indemnity to its satisfaction before instituting proceedings against the Issuer and/or the Guarantor. Please see Condition 12 of the Terms and Conditions of the Notes for details. Perpetual Notes may be issued for which investors have no right to require redemption. Any perpetual Notes issued under the Programme are perpetual and have no fixed final maturity date. Holders of perpetual Notes have no right to require the Issuer to redeem perpetual Notes at any time, and an investor who acquires perpetual Notes may only dispose of such perpetual Notes by sale. Holders of perpetual Notes who wish to sell their perpetual Notes may be unable to do so at a price at or above the amount they have paid for them, or at all. Therefore, holders of perpetual Notes should be aware that they may be required to bear be issued, a holder who does not have an integral multiple of the financial risks minimum denomination in his account with the relevant clearing system at the relevant time may not receive all of his entitlement in the form of definitive Notes unless and until such time as his holding becomes an investment in perpetual Notes for an indefinite period integral multiple of timethe minimum denomination.