-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, TEQGW8hLv+bEoF0k62rQ/cgRl04Z4VYcknLfstJMBkqHnhKsNyD7MMSdJ8+Y6lQ7 9dcBoruzSQ8IpDDOJeaZYw== 0000947871-05-000605.txt : 20050310 0000947871-05-000605.hdr.sgml : 20050310 20050310111013 ACCESSION NUMBER: 0000947871-05-000605 CONFORMED SUBMISSION TYPE: 6-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20050309 FILED AS OF DATE: 20050310 DATE AS OF CHANGE: 20050310 FILER: COMPANY DATA: COMPANY CONFORMED NAME: EMBRAER BRAZILIAN AVIATION CO CENTRAL INDEX KEY: 0001117603 STANDARD INDUSTRIAL CLASSIFICATION: AIRCRAFT [3721] IRS NUMBER: 000000000 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 6-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-15102 FILM NUMBER: 05671132 BUSINESS ADDRESS: STREET 1: AVENIDA BRIGADERO FARIA LIMA 2170 STREET 2: 12227-901 SAO JOSE DOS CAMPOS SAO PAULO CITY: FEDERATIVE REPUBLIC STATE: D5 ZIP: 00000 BUSINESS PHONE: 0115512345 MAIL ADDRESS: STREET 1: BRIGADERIO FARIA LIMA 2170 PUTIM PC 294 CITY: SAO JOSE DOS CAMPOS STATE: D5 ZIP: 999999999 6-K 1 f6k_030905.txt REPORT OF FOREIGN PRIVATE ISSUER FORM 6-K SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Report of Foreign Private Issuer Pursuant to Rule 13a-16 or 15d-16 under the Securities Exchange Act of 1934 For the month of March, 2005 Commission File Number: 1-15102 Embraer - Brazilian Aviation Company (Translation of registrant's name into English) EMBRAER - EMPRESA BRASILEIRA DE AERONAUTICA S.A. Av. Brigadeiro Faria Lima, 2170 12227-901 Sao Jose dos Campos, Sao Paulo, Brazil (Address of principal executive offices) Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F: Form 20-F X Form 40-F --- --- Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): _____ Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): _____ Indicate by check mark whether by furnishing the information contained in this Form, the registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934: Yes No X --- --- If "Yes" is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82-_____ This report on Form 6-K shall be incorporated by reference in the Registration Statement on Form F-3 (Registration No. 333-14018) as amended, filed by Embraer - - Empresa Brasileira de Aeronautica S.A. under the Securities Act of 1933, to the extent not superseded by documents or reports subsequently filed by Embraer - - Empresa Brasileira de Aeronautica S.A. under the Securities Act of 1933 or the Securities Exchange Act of 1934. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. EMBRAER - EMPRESA BRASILEIRA DE AERONAUTICA S.A. Dated: March 10, 2005 By: /s/ CARLOS ROCHA VILLELA -------------------------------- Name: Carlos Rocha Villela Title: General Counsel EXHIBIT INDEX ------------- 1. One copy of the Company's press release reporting the approval of the OGMA acquistion. EX-1 2 ex1_030905.txt NEWS RELEASE [EMBRAER NEWS RELEASE GRAPHIC][EMBRAER COMPANY LOGO] EUROPEAN COMMERCE AUTHORITIES APPROVE EMBRAER'S ACQUISITION OF OGMA Embraer-led consortium to own 65 percent of Portuguese aircraft maintenance company Sao Jose dos Campos, March 9, 2005 - Government commerce authorities from Portugal, Germany and Italy have approved the acquisition of OGMA - Industria Aeronautica de Portugal S.A. by a consortium formed by Embraer and the European Aeronautic Defense and Space Company (EADS). To acquire OGMA, Embraer and EADS created the AIRHOLDING, SGPS, S.A., with Embraer holding a 99 percent stake and EADS holding a 1 percent stake. In the future, the participation of EADS in this company can reach a maximum of 30 percent. "We are very pleased that commerce authorities approved the deal. The acquisition of OGMA will allow Embraer to expand its presence in Europe through a brand recognized in the aerospace market for the excellence of its products and services," said Antonio Pires Monteiro, the new OGMA Chief Executive Officer. Monteiro has been an engineer with Embraer for over 30 years and has occupied many key positions in management. With the deal allowed to proceed, Embraer also appointed Ladislau Cid to be OGMA's new Chief Financial Officer. The Embraer-led consortium was chosen to lead the privatization of OGMA in late December 2004, with AIRHOLDING, SGPS, S.A. buying a 65 percent stake in the company from Empresa Portuguesa de Defesa (EMPORDEF). EMPORDEF, controlled by the Portuguese government, will retain 35 percent of OGMA's shares. About OGMA - ---------- OGMA, founded in 1918, has been dedicated to aircraft maintenance, being a major representative of the aviation industry in Europe, offering services that cover the maintenance and repair of civil and military aircraft and engines and parts, assembly of structural components and engineering support. Its key military customers include the Portuguese air force, the French air force, the U.S. Air Force and Navy, the NATO Maintenance and Supply Agency, the Norwegian and Dutch navies, among others. On the commercial side, OGMA has provided services to airlines like TAP, Portugalia, British Midland, and Luxair, and companies such as Embraer and Rolls-Royce.
- ------------------------------------------------------------------------------------------------ Press Headquarters North America Europe, Middle East offices Rosana Dias: Doug Oliver: and Africa rosana.dias@embraer.com.br doliver@embraer.com Stephane Guilbaud: Cell: +55 12 9724-4929 Phone: +1 954 359 3414 sguilbaud@embraer.fr Phone: +55 12 3927 1311 Cell: +1 954 232 9560 Phone: + 33 (0) 1 49 38 44 55 Fax: + 55 12 3927 2411 Fax: +1 954 359 4755 Cell. +33 (0) 6 75 22 85 19 Fax: + 33 (0) 1 49 38 44 56 Catherine Fracchia cfracchia@embraer.fr Phone: +33 (0) 1 49 38 45 30
[EMBRAER NEWS RELEASE GRAPHIC][EMBRAER COMPANY LOGO] Beyond maintenance work, OGMA manufactures structural components and composite materials for Boeing, Airbus, Lockheed Martin, Dassault and Pilatus. Currently, OGMA employs around 1,600 people and its 2004 net sales totaled about (euro)140 million. Embraer Image Gallery - --------------------- Visit the new Embraer Image Gallery at http://www.embraer.com ---------------------- Note to Editors - --------------- Embraer (Empresa Brasileira de Aeronautica S.A. - NYSE: ERJ; Bovespa: EMBR3 and EMBR4) is the world's leading manufacturer of Commercial jets up to 110 seats with 35 years of experience in designing, developing, manufacturing, selling and providing after sales support to aircraft for the global Airline, Defense and Corporate markets. With headquarters in Sao Jose dos Campos, state of Sao Paulo, the Company has offices and customer service bases in Australia, China, France, Singapore and the United States. Embraer is among Brazil's leading exporting companies. As of December 31, 2004 Embraer had a total workforce of 14,648 people, and its firm order backlog totaled US$ 10.1 billion. - -------------------------------------------------------------------------------- This document may contain projections, statements and estimates regarding circumstances or events yet to take place. Those projections and estimates are based largely on current expectations, forecasts on future events and financial tendencies that affect the Company's businesses. Those estimates are subject to risks, uncertainties and suppositions that include, among other: general economic, politic and trade conditions in Brazil and in those markets where the Company does business; expectations on industry trends; the Company's investment plans; its capacity to develop and deliver products on the dates previously agreed upon, and existing and future governmental regulations. The words "believe", "may", "is able", "will be able", "intend", "continue", "anticipate", "expect" and other similar terms are supposed to identify potentialities. The Company does not feel compelled to publish updates nor to revise any estimates due to new information, future events or any other facts. In view of the inherent risks and uncertainties, such estimates, events and circumstances may not take place. The actual results can therefore differ substantially from those previously published as Company expectations. - --------------------------------------------------------------------------------
- ------------------------------------------------------------------------------------------------ Press Headquarters North America Europe, Middle East offices Rosana Dias: Doug Oliver: and Africa rosana.dias@embraer.com.br doliver@embraer.com Stephane Guilbaud: Cell: +55 12 9724-4929 Phone: +1 954 359 3414 sguilbaud@embraer.fr Phone: +55 12 3927 1311 Cell: +1 954 232 9560 Phone: + 33 (0) 1 49 38 44 55 Fax: + 55 12 3927 2411 Fax: +1 954 359 4755 Cell. +33 (0) 6 75 22 85 19 Fax: + 33 (0) 1 49 38 44 56 Catherine Fracchia cfracchia@embraer.fr Phone: +33 (0) 1 49 38 45 30
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