USD 250,000,000 FACILITY AGREEMENT dated [ ] for OPEN JOINT STOCK COMPANY “WIMM-BILL-DANN FOODS” arranged by ABN AMRO BANK N.V. CALYON ING BANK N.V. as Mandated Lead Arrangers with ING BANK N.V., LONDON BRANCH as Agent Linklaters LLPFacility Agreement • June 26th, 2008 • Wimm Bill Dann Foods Ojsc • Wholesale-groceries & related products
GUARANTEEGuarantee • June 26th, 2008 • Wimm Bill Dann Foods Ojsc • Wholesale-groceries & related products
Wimm PURCHASE AGREEMENT dated as of December 1, 2010 among PEPSI-COLA (BERMUDA) LIMITED, solely for the purposes of Section 9.14, PEPSICO, INC. and THE OTHER PARTIES HERETOPurchase Agreement • December 2nd, 2010 • Wimm Bill Dann Foods Ojsc • Wholesale-groceries & related products • England
PURCHASE AGREEMENT (this “Agreement”) dated as of December 1, 2010 among (i) Pepsi-Cola (Bermuda) Limited, a company organized under the laws of Bermuda (“Buyer”), and, solely for the purposes of Section 9.14, PepsiCo, Inc., a North Carolina corporation (“Buyer Guarantor”), (ii) Gavril A. Yushvaev, David Iakobachvili, Mikhail V. Dubinin, Sergei A. Plastinin, Alexander S. Orlov, Mikhail I. Vishnaykov, Aladoro Limited, a company organized under the laws of Cyprus, (each, a “Shareholder Seller”), and (iii) Wimm Bill Dann Finance Cyprus Ltd., a company organized under the laws of Cyprus, Wimm-Bill-Dann Finance Co. Ltd., a company organized under the laws of the Russian Federation, Tony D. Maher and Dmitry Ivanov (each, a “Designated Seller”).
JSC "Tetra Pak AO",Sales Contract • June 30th, 2003 • Wimm Bill Dann Foods Ojsc • American depositary receipts • Moscow
Moscow, hereinafter referred to as the "Seller", represented by N.I. Timoshenko acting in accordance with the Power of Attorney, on one part, and
DEED OF GUARANTEE Dated as of 14 May, 2003 OAO LIANOZOVO DAIRY PLANT OAO TSARITSINO DAIRY PLANT ZAO TRADE COMPANY WIMM-BILL-DANN as Guarantors and UBS (LUXEMBOURG) S.A. as Lender CLEARY, GOTTLIEB, STEEN & HAMILTON City Place House, 55 Basinghall...Deed of Guarantee • June 30th, 2003 • Wimm Bill Dann Foods Ojsc • American depositary receipts • England
OAO LIANOZOVO DAIRY PLANT and OAO TSARITSINO DAIRY PLANT, each an open joint stock company organised under the laws of the Russian Federation and ZAO TRADE COMPANY WIMM-BILL-DANN, a closed joint stock company organised under the laws of the Russian Federation (each a "Guarantor" and collectively, the "Guarantors"); and
SIDE LETTERLoan Participation Notes Agreement • June 30th, 2005 • Wimm Bill Dann Foods Ojsc • Wholesale-groceries & related products
To: UBS (Luxembourg) S.A. (as Issuer) The Bank of New York (as Trustee) The Bank of New York, London Office (as Principal Paying Agent and Transfer Agent) and The Bank of New York, New York Office (as Paying Agent, Transfer Agent and Registrar)
Contract No P61011Sales Contract • June 16th, 2006 • Wimm Bill Dann Foods Ojsc • Wholesale-groceries & related products • Moscow
CJSC “Tetra Pak”, Moscow, hereinafter referred to as the “Seller”, represented by the Sales and Marketing Director Uros Kepic, acting on the basis of the Power of attorney 28-12/105 dated 28/12/2005, on the one part, and
SIDE LETTERSide Letter • June 30th, 2005 • Wimm Bill Dann Foods Ojsc • Wholesale-groceries & related products
Contract No P41038 MoscowSales Contract • June 28th, 2004 • Wimm Bill Dann Foods Ojsc • Wholesale-groceries & related products
Contract No P61018Sales Contract • June 16th, 2006 • Wimm Bill Dann Foods Ojsc • Wholesale-groceries & related products
CJSC “Tetra Pak”, Moscow, hereinafter referred to as the “Seller”, represented by the Sales and Marketing Director Uros Kepic, acting on the basis of the Power of attorney 28-12/105 dated 28/12/2005, on the one part, and
Moscow 01.01.2005 JSC "Tetra Pak",Sales Contract • June 30th, 2005 • Wimm Bill Dann Foods Ojsc • Wholesale-groceries & related products
Moscow, hereinafter referred to as the "Seller", represented by the Sales and marketing Director Uros Kepic, acting in accordance with the Power of attorney, on one part, and
ADDITIONAL AGREEMENT No. 5 TO CONTRACT #P81044 DATED MARCH 1, 2008Additional Agreement • June 18th, 2009 • Wimm Bill Dann Foods Ojsc • Wholesale-groceries & related products
CJSC “Tetra Pak”, Moscow, hereinafter referred to as the “Seller”, represented by the Commercial Operations Director Winfried Muehling, acting on the basis of Power of attorney 10-12/125 dated 01/01/2008, on the one part, and
Additional agreement No. 8 to the contract No. P 81055Additional Agreement No. 8 to the Contract No. P 81055 • June 18th, 2009 • Wimm Bill Dann Foods Ojsc • Wholesale-groceries & related products
CJSC “Tetra Pak”, Moscow, hereinafter referred to as the “Seller”, represented by the Commercial Operations Director Winfried Muehling, acting on the basis of Power of attorney 14-11/104 dated 01/01/2009, on the one part, and
Contract No. P41031 MoscowSales Contract • June 28th, 2004 • Wimm Bill Dann Foods Ojsc • Wholesale-groceries & related products • Moscow
Moscow, hereinafter referred to as the “Seller”, represented by the Sales and marketing Director Uros Kepic, acting in accordance with the Power of attorney, on one part, and
U.S.$150,000,000 LOAN AGREEMENT Dated as of 14 May 2003 OPEN JOINT STOCK COMPANY WIMM-BILL-DANN FOODS as Borrower and UBS (LUXEMBOURG) S.A. as Lender CLEARY, GOTTLIEB, STEEN & HAMILTON City Place House, 55 Basinghall Street, London EC2V 5EHLoan Agreement • June 30th, 2003 • Wimm Bill Dann Foods Ojsc • American depositary receipts
OPEN JOINT STOCK COMPANY WIMM-BILL-DANN FOODS, an open joint stock company organised under the laws of the Russian Federation (the "Borrower"); and
LOAN AGREEMENTLoan Agreement • June 25th, 2007 • Wimm Bill Dann Foods Ojsc • Wholesale-groceries & related products
