FIRST AMENDMENT TO CREDIT AGREEMENTCredit Agreement • April 20th, 2020 • Lamb Weston Holdings, Inc. • Canned, frozen & preservd fruit, veg & food specialties • New York
This CREDIT AGREEMENT is entered into as of June 28, 2019 among LAMB WESTON HOLDINGS, INC., a Delaware corporation (the “Borrower”), the Guarantors (defined herein), the Lenders (as defined herein) and NORTHWEST FARM CREDIT SERVICES, PCA, as Administrative Agent.
AMENDMENT NO. 2 TO CREDIT AGREEMENTCredit Agreement • January 4th, 2018 • Lamb Weston Holdings, Inc. • Canned, frozen & preservd fruit, veg & food specialties • New York
This CREDIT AGREEMENT is entered into as of November 9, 2016 among LAMB WESTON HOLDINGS, INC., a Delaware corporation (the “Borrower”), the Guarantors (defined herein), the Lenders and L/C Issuers (each as defined herein) and BANK OF AMERICA, N.A., as Administrative Agent and Swing Line Lender.
AMENDMENT NO. 4 TO CREDIT AGREEMENTCredit Agreement • April 20th, 2020 • Lamb Weston Holdings, Inc. • Canned, frozen & preservd fruit, veg & food specialties • New York
AMENDMENT NO. 4 TO CREDIT AGREEMENT, dated as of April 17, 2020 (this “Amendment”), among Lamb Weston Holdings, Inc. (the “Borrower”), the Guarantors, the Lenders party hereto (who constitute Required Lenders) and Bank of America, N.A., as administrative agent (the “Administrative Agent”).
Execution Version FIRST AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT This FIRST AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT, dated as of September 27, 2024 (this “Amendment”), is entered into by and among LAMB WESTON HOLDINGS, INC., a...Credit Agreement • September 27th, 2024 • Lamb Weston Holdings, Inc. • Canned, frozen & preservd fruit, veg & food specialties • New York
LAMB WESTON HOLDINGS, INC., as Issuer 4.875% Senior Notes due 2028 INDENTURE Dated as of May 12, 2020Indenture • May 12th, 2020 • Lamb Weston Holdings, Inc. • Canned, frozen & preservd fruit, veg & food specialties • New York
INDENTURE dated as of May 12, 2020 among LAMB WESTON HOLDINGS, INC., a Delaware corporation (the “Company”), the Guarantors (as defined herein) party hereto from time to time and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association organized under the laws of the United States of America, as Trustee (the “Trustee”).
AMENDMENT NO. 5 TO CREDIT AGREEMENTCredit Agreement • September 23rd, 2020 • Lamb Weston Holdings, Inc. • Canned, frozen & preservd fruit, veg & food specialties • New York
Reference is hereby made to the Credit Agreement dated as of November 9, 2016 (as amended by Amendment No. 1 dated as of August 15, 2017, Amendment No. 2 dated as of December 1, 2017, Amendment No. 3 dated as of June 25, 2019, Amendment No. 4 dated as of April 17, 2020, Amendment No. 5 dated as of September 17, 2020, and as further amended, supplemented or otherwise modified from time to time, the “Credit Agreement”), among Lamb Weston Holdings, Inc., a Delaware corporation (the “Borrower”), the Guarantors from time to time party thereto, the Lenders, Swing Line Lenders and L/C Issuers from time to time party thereto, and Bank of America, N.A., as Administrative Agent.
AMENDMENT NO. 3 TO CREDIT AGREEMENTCredit Agreement • July 1st, 2019 • Lamb Weston Holdings, Inc. • Canned, frozen & preservd fruit, veg & food specialties • New York
This CREDIT AGREEMENT is entered into as of November 9, 2016 among LAMB WESTON HOLDINGS, INC., a Delaware corporation (the “Borrower”), the Guarantors (defined herein), the Lenders and L/C Issuers (each as defined herein) and BANK OF AMERICA, N.A., as Administrative Agent and Swing Line Lender.
FOURTH AMENDMENT TO CREDIT AGREEMENTCredit Agreement • January 31st, 2023 • Lamb Weston Holdings, Inc. • Canned, frozen & preservd fruit, veg & food specialties • New York
This CREDIT AGREEMENT is entered into as of June 28, 2019 among LAMB WESTON HOLDINGS, INC., a Delaware corporation (the “Borrower”), the Guarantors (defined herein), the Lenders (as defined herein) and AGWEST FARM CREDIT, PCA (successor by merger to NORTHWEST FARM CREDIT SERVICES, PCA), as Administrative Agent.
FORM OF RESTRICTED STOCK UNIT AGREEMENT FOR NON-EMPLOYEE DIRECTORS LAMB WESTON HOLDINGS, INC. 2016 STOCK PLANRestricted Stock Unit Agreement • January 4th, 2018 • Lamb Weston Holdings, Inc. • Canned, frozen & preservd fruit, veg & food specialties
This Restricted Stock Unit Agreement for Non-Employee Directors, hereinafter referred to as the “Agreement”, is made as of the _____ day of __________, 20_____ between Lamb Weston Holdings, Inc., a Delaware corporation (the “Company”), and the undersigned director of the Company (the “Director”).
NONQUALIFIED STOCK OPTION AGREEMENT FOR EMPLOYEES LAMB WESTON HOLDINGS, INC. 2016 STOCK PLANNonqualified Stock Option Agreement • July 25th, 2017 • Lamb Weston Holdings, Inc. • Canned, frozen & preservd fruit, veg & food specialties
This Nonqualified Stock Option Agreement for Employees, hereinafter referred to as the “Agreement,” is made on the _____ day of __________, 20_____ between Lamb Weston Holdings, Inc., a Delaware corporation (the “Company”), and __________ (the “Optionee”).
RESTRICTED STOCK UNIT AGREEMENT (STOCK-SETTLED) LAMB WESTON HOLDINGS, INC. 2016 STOCK PLANRestricted Stock Unit Agreement • July 25th, 2017 • Lamb Weston Holdings, Inc. • Canned, frozen & preservd fruit, veg & food specialties • Delaware
This Restricted Stock Unit Agreement, hereinafter referred to as the “Agreement”, is made on the _____ day of __________, 20_____ between Lamb Weston Holdings, Inc., a Delaware corporation (the “Company”), and the undersigned Employee (the “Participant”).
EMPLOYEE MATTERS AGREEMENT between CONAGRA FOODS, INC. and LAMB WESTON HOLDINGS, INC. Dated as of November 8, 2016Employee Matters Agreement • November 10th, 2016 • Lamb Weston Holdings, Inc. • Canned, frozen & preservd fruit, veg & food specialties
EMPLOYEE MATTERS AGREEMENT, dated as of November 8, 2016 (this “Employee Matters Agreement”), between ConAgra Foods, Inc., a Delaware corporation (“ConAgra”), and Lamb Weston Holdings, Inc., a Delaware corporation and a wholly owned Subsidiary of ConAgra (“SpinCo” or “Lamb Weston”).
SEPARATION AND DISTRIBUTION AGREEMENT between CONAGRA FOODS, INC. and LAMB WESTON HOLDINGS, INC. dated November 8, 2016Separation and Distribution Agreement • November 10th, 2016 • Lamb Weston Holdings, Inc. • Canned, frozen & preservd fruit, veg & food specialties • Delaware
This Separation and Distribution Agreement (this “Agreement”), dated November 8, 2016, is between ConAgra Foods, Inc., a Delaware corporation (“ConAgra”) and Lamb Weston Holdings, Inc., a Delaware corporation and wholly owned Subsidiary of ConAgra (“SpinCo” or “Lamb Weston”). Each of ConAgra and SpinCo is sometimes referred to individually as a “Party” and collectively they are sometimes referred to as the “Parties.”
ContractCredit Agreement • May 8th, 2024 • Lamb Weston Holdings, Inc. • Canned, frozen & preservd fruit, veg & food specialties • New York
FORM OF PERFORMANCE SHARE AGREEMENT LAMB WESTON HOLDINGS, INC. 2016 STOCK PLAN (AS AMENDED AND RESTATED AS OF JULY 20, 2017)Performance Share Agreement • October 2nd, 2019 • Lamb Weston Holdings, Inc. • Canned, frozen & preservd fruit, veg & food specialties • Delaware
This Performance Share Agreement, hereinafter referred to as the “Agreement”, is made on the _____ day of __________, _____ between Lamb Weston Holdings, Inc., a Delaware corporation (the “Company”), and the undersigned Employee (the “Participant”).
INTERIM POSITION AND NON-COMPETE AGREEMENTInterim Position and Non-Compete Agreement • October 5th, 2016 • Lamb Weston Holdings, Inc. • Canned, frozen & preservd fruit, veg & food specialties • Illinois
This Interim Position and Non-Compete Agreement (the “Agreement”) is made and entered into on this 28th day of September, 2016 by and between ConAgra Foods, Inc. (the “Company”) and John Gehring (“you” or “Gehring”), collectively the “Parties” and is effective on September 28, 2016 (the “Effective Date”). As of the Effective Date, this Agreement supersedes the Transition and Non-Competition Agreement between the Company and Gehring dated August 29, 2016 and any previous versions. The Company and Gehring hereby mutually covenant and agree as follows:
TAX MATTERS AGREEMENT between [ConAgra], on behalf of itself and the members of the ConAgra Group, and [SpinCo] on behalf of itself and the members of the LW Group Dated as of [ ], 2016Tax Matters Agreement • August 26th, 2016 • Lamb Weston Holdings, Inc. • Canned, frozen & preservd fruit, veg & food specialties • Delaware
This TAX MATTERS AGREEMENT (the “Agreement”) is entered into as of [●], 2016 between ConAgra Foods, Inc. (“ConAgra”), a Delaware corporation, on behalf of itself and the members of the ConAgra Group and [ ] (“SpinCo”), a Delaware corporation, on behalf of itself and the members of the LW Group.
FIRST SUPPLEMENTAL INDENTURESupplemental Indenture • October 2nd, 2019 • Lamb Weston Holdings, Inc. • Canned, frozen & preservd fruit, veg & food specialties • New York
FIRST SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”) dated as of June 27, 2019, among LAMB WESTON BSW, LLC (the “New Guarantor”), a subsidiary of LAMB WESTON HOLDINGS, INC., a Delaware corporation (the “Company”), the Company and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association, as trustee under the indenture referred to below (the “Trustee”).
ContractRestricted Stock Unit Agreement • October 2nd, 2024 • Lamb Weston Holdings, Inc. • Canned, frozen & preservd fruit, veg & food specialties • Delaware
TRANSITION SERVICES AGREEMENT BETWEEN CONAGRA FOODS, INC. AND LAMB WESTON HOLDINGS, INC. Dated November 8, 2016Transition Services Agreement • November 10th, 2016 • Lamb Weston Holdings, Inc. • Canned, frozen & preservd fruit, veg & food specialties • Delaware
THIS TRANSITION SERVICES AGREEMENT dated November 8, 2016 (this “Agreement”), is between ConAgra Foods, Inc., a Delaware corporation (“ConAgra”), and Lamb Weston Holdings, Inc., a Delaware corporation (“Lamb Weston”). ConAgra and Lamb Weston are sometimes referred to herein individually as a “Party”, and collectively as the “Parties”.
FORM OF TRADEMARK LICENSE AGREEMENTTrademark License Agreement • August 26th, 2016 • Lamb Weston Holdings, Inc. • Canned, frozen & preservd fruit, veg & food specialties • Delaware
This Trademark License Agreement (this “Agreement”), dated [ ], 2016 (the “Effective Date”), is by and between ConAgra Foods RDM, Inc. (“Licensor”), a corporation, and [ ], a corporation (“Licensee”). In this Agreement, Licensor and Licensee are each referred to as a “Party” and together as the “Parties.”
FORM OF TRANSITION SERVICES AGREEMENT BETWEEN CONAGRA FOODS, INC. AND LAMB WESTON HOLDINGS, INC. Dated [ ], 2016Transition Services Agreement • August 26th, 2016 • Lamb Weston Holdings, Inc. • Canned, frozen & preservd fruit, veg & food specialties • Delaware
THIS TRANSITION SERVICES AGREEMENT dated [ ], 2016 (this “Agreement”), is between ConAgra Foods, Inc., a Delaware corporation (“ConAgra”), and Lamb Weston Holdings, Inc., a Delaware corporation (“Lamb Weston”). ConAgra and Lamb Weston are sometimes referred to herein individually as a “Party”, and collectively as the “Parties”.
AMENDMENT NO. 1Interim Position and Non-Compete Agreement • April 6th, 2017 • Lamb Weston Holdings, Inc. • Canned, frozen & preservd fruit, veg & food specialties
Gehring further acknowledges that by signing this Release, Gehring does not waive the right to file a charge against the Company with, communicate with or participate in any investigation by the EEOC or any comparable state or local agency. However, Gehring waives and releases, to the fullest extent legally permissible, all entitlement to any form of monetary relief directly from the Company Released Parties arising from a charge Gehring or others may file with the EEOC or any comparable state or local agency, including without limitation any costs, expenses or attorneys’ fees. Gehring understands that this waiver and release of monetary relief would not affect an enforcement agency’s ability to investigate a charge or to pursue relief on behalf of others.”
Form of Lamb Weston Holdings, Inc. Performance Share Agreement (post-July 20, 2022) NOTICE OF GRANT PERFORMANCE SHARES LAMB WESTON HOLDINGS, INC. 2016 STOCK PLAN (AS AMENDED AND RESTATED AS OF JULY 20, 2017)Performance Share Agreement • October 5th, 2022 • Lamb Weston Holdings, Inc. • Canned, frozen & preservd fruit, veg & food specialties
Lamb Weston Holdings, Inc., a Delaware corporation (the “Company”), has awarded to the Participant, as identified below, the number of Performance Shares (the “Performance Shares”) set forth below. The Performance Shares are subject to all of the terms and conditions as set forth in this Notice of Grant (the “Notice”) as well as in the Company’s 2016 Stock Plan (as amended and restated as of July 20, 2017) (the “Plan”) and the Performance Share Agreement (the “Agreement”), both of which are attached hereto and incorporated in their entirety. Each Performance Share represents the right to receive one share of Stock on the Payment Date (as defined in the Agreement), subject to achievement of the Performance Targets (as defined in the Agreement) and the other terms and conditions of this award. The number of Performance Shares that may be earned, if any, may range from 25% of the Target Number of Performance Shares, if the minimum Performance Targets and other conditions are met, to 200%
INTERIM POSITION AND NON-COMPETE AGREEMENTInterim Position and Non-Compete Agreement • November 17th, 2016 • Lamb Weston Holdings, Inc. • Canned, frozen & preservd fruit, veg & food specialties • Idaho
This Interim Position and Non-Compete Agreement (the “Agreement”) is made and entered into on this 16th day of November, 2016 by and between Lamb Weston Holdings, Inc. (the “Company”) and John Gehring (“you” or “Gehring”), collectively the “Parties” and is effective on December 16, 2016 (the “Effective Date”). For the avoidance of doubt, the Interim Position and Non-Compete Agreement between ConAgra Foods (“ConAgra”) and Gehring, effective as of September 28, 2016 (the “ConAgra Agreement”), including the releases executed thereby, will remain in effect and is not amended or superseded by this Agreement.
LAMB WESTON HOLDINGS, INC. Executive Change of Control Severance Plan Participation AgreementExecutive Change of Control Severance Plan Participation Agreement • July 25th, 2017 • Lamb Weston Holdings, Inc. • Canned, frozen & preservd fruit, veg & food specialties
This Participation Agreement (this “Agreement”) is made and entered into by and between [PARTICIPANT NAME] and Lamb Weston Holdings, Inc. (the “Company”).
TRADEMARK LICENSE AGREEMENTTrademark License Agreement • November 10th, 2016 • Lamb Weston Holdings, Inc. • Canned, frozen & preservd fruit, veg & food specialties • Delaware
This Trademark License Agreement (this “Agreement”), dated November 8, 2016 (the “Effective Date”), is by and between ConAgra Foods RDM, Inc. (“Licensor”), a Delaware corporation, and ConAgra Foods Lamb Weston, Inc., a Delaware corporation (“Licensee”). In this Agreement, Licensor and Licensee are each referred to as a “Party” and together as the “Parties.”
SALE AND PURCHASE AGREEMENT dated 19 October 2022 relating to 100% of the issued and outstanding shares in MEIJER FROZEN FOODS B.V. ContentsSale and Purchase Agreement • October 21st, 2022 • Lamb Weston Holdings, Inc. • Canned, frozen & preservd fruit, veg & food specialties
FACILITy AGREEMENT DATEd 18 February 2022 between among others Ulanqab Lamb Weston Food Co., Ltd., as Borrower And HSBC Bank (China) Company Limited, Citibank (China) Co., Ltd., Shanghai Branch Coöperatieve Rabobank U.A., Shanghai Branch as Mandated...Facility Agreement • February 22nd, 2022 • Lamb Weston Holdings, Inc. • Canned, frozen & preservd fruit, veg & food specialties
AMENDMENT NO. 6 TO CREDIT AGREEMENTCredit Agreement • August 13th, 2021 • Lamb Weston Holdings, Inc. • Canned, frozen & preservd fruit, veg & food specialties • New York
This CREDIT AGREEMENT is entered into as of November 9, 2016 among LAMB WESTON HOLDINGS, INC., a Delaware corporation (the “Borrower”), the Guarantors (defined herein), the Lenders, Swing Line Lenders and L/C Issuers (each as defined herein) and BANK OF AMERICA, N.A., as Administrative Agent.
AMENDMENT NO. 7 TO CREDIT AGREEMENTCredit Agreement • July 25th, 2023 • Lamb Weston Holdings, Inc. • Canned, frozen & preservd fruit, veg & food specialties
AMENDMENT NO. 7 TO CREDIT AGREEMENT (this “Amendment”), dated as of June 15, 2023 (the “Amendment Effective Date”), is entered into among LAMB WESTON HOLDINGS, INC., a Delaware corporation (the “Borrower”), each of the Lenders party hereto (collectively constituting all Lenders under the Credit Agreement (as defined below) as of the date hereof), the Guarantors party hereto and Bank of America, N.A., as administrative agent (the “Administrative Agent”).
