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UBS WARBURG
UBS Warburg LLC
299 Park Avenue
New York, NY 10171-0026
Telephone 212.421-4000
www.ubswarburg.com
December 28, 2000 ----------------------------------------------------
Mr. Jorge Bunster
Chief Executive Officer
COPEC
Agustinas 1382
Santiago, Chile
Dear Mr. Bunster:
In accordance with your conversation earlier today with Julian Arias of UBS
Warburg LLC ("UBSW") we would like to confirm the terms agreed to for our
client's purchase (the "Purchase") of all of COPEC's equity shares in Compania
Cervecerias Unidas, S.A. ("CCU"), totalling a stake of approximately 7.5% of
CCU.
We understand the terms to be as follows:
The ADR equivalent purchase price for our Offer for all fully unencumbered and
fully tradable and transferable purchased shares is either:
$24.50 per ADR equivalent for all of COPEC's shares, as described above; or
$25.00 per ADR equivalent if COPEC facilitates the purchase of a minimum of an
additional 2.5% stake in CCU through the direct purchase of shares by our client
from the Chilean AFPs.
Our client will make every good faith effort, subject to local regulation, to
pay for the shares as soon as possible, but in no event later than January 10,
2001.
At the closing, our client will pay to you in pesos the peso equivalent (based
on as current an exchange rate as can be practically obtained) of the applicable
ADR dollar price.
Please countersign this letter below and fax it to the attention of James Brandi
at 212-821-6451.
Should you have any questions or comments, please feel free to contact Julian
Arias at 212-821-6521 or James Brandi at 212-821-2271.
Sincerely,
/s/ James H. Brandi /s/ Julian Arias
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James H. Brandi Julian Arias
Managing Director Executive Director
Accepted as of the date above noted:
/s/ Jorge Bunster
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Name: Jorge Bunster
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Title: Chief Executive Officer
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UBS Warburg LLC is a subsidiary of UBS A.G. Member SPC
UBS Warburg is a financial services group of UBS A.G. Member New York Stock Exchange
and other Principal Exchanges
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