EXHIBIT 10.2 AMENDED AND RESTATED FIVE-YEAR CREDIT AGREEMENTCredit Agreement • March 17th, 1997 • Hershey Foods Corp • Sugar & confectionery products • New York
Hershey Foods Corporation Debt Securities _________________ Underwriting Agreement ----------------------Underwriting Agreement • August 22nd, 1997 • Hershey Foods Corp • Sugar & confectionery products • New York
Exhibit 10.2 EXECUTIVE EMPLOYMENT AGREEMENT THIS EXECUTIVE EMPLOYMENT AGREEMENT (the "Agreement") is entered into as of March 12, 2001 (the "Effective Date"), between Hershey Foods Corporation, a Delaware corporation together with its successors and...Executive Employment Agreement • May 10th, 2001 • Hershey Foods Corp • Sugar & confectionery products • Pennsylvania
AmongCredit Agreement • November 16th, 2004 • Hershey Foods Corp • Sugar & confectionery products • New York
ARTICLE I DEFINITIONS AND ACCOUNTING TERMS364-Day Credit Agreement • July 28th, 2004 • Hershey Foods Corp • Sugar & confectionery products • New York
ARTICLE ICredit Agreement • January 29th, 1996 • Hershey Foods Corp • Sugar & confectionery products • New York
Pricing Agreement ----------------- Goldman, Sachs & Co., As Representative of the several Underwriters named in Schedule I hereto, c/o Goldman, Sachs & Co. 85 Broad Street, New York, New York 10004Pricing Agreement • August 22nd, 1997 • Hershey Foods Corp • Sugar & confectionery products
EXHIBIT 10.2 AMENDED AND RESTATED FIVE-YEAR CREDIT AGREEMENT Dated as of November 27, 2001 HERSHEY FOODS CORPORATION, a Delaware corporation (the "Company"), the banks, financial institutions and other institutional lenders (the "Initial Lenders")...Five-Year Credit Agreement • March 15th, 2002 • Hershey Foods Corp • Sugar & confectionery products • New York
STOCKHOLDER PROTECTION RIGHTS AGREEMENTStockholder Protection Rights Agreement • December 15th, 2000 • Hershey Foods Corp • Sugar & confectionery products • New York
The Hershey Company Debt Securities Form of Underwriting AgreementUnderwriting Agreement • May 28th, 2024 • Hershey Co • Sugar & confectionery products • New York
From time to time The Hershey Company, a Delaware corporation (the “Company”), proposes to enter into one or more Pricing Agreements (each a “Pricing Agreement”) in the form of Annex I hereto, with such additions and deletions as the parties thereto may determine, and, subject to the terms and conditions stated herein and therein, to issue and sell to the firms named in Schedule I to the applicable Pricing Agreement (such firms constituting the “Underwriters” with respect to such Pricing Agreement and the securities specified therein) certain of its debt securities (the “Securities”) specified in Schedule II to such Pricing Agreement (with respect to such Pricing Agreement, the “Designated Securities”).
The Hershey Company Debt Securities $300,000,000 0.900% Notes due June 1, 2025 $350,000,000 1.700% Notes due June 1, 2030 $350,000,000 2.650% Notes due June 1, 2050 Underwriting AgreementUnderwriting Agreement • May 28th, 2020 • Hershey Co • Sugar & confectionery products • New York
From time to time The Hershey Company, a Delaware corporation (the “Company”), proposes to enter into one or more Pricing Agreements (each a “Pricing Agreement”) in the form of Annex I hereto, with such additions and deletions as the parties thereto may determine, and, subject to the terms and conditions stated herein and therein, to issue and sell to the firms named in Schedule I to the applicable Pricing Agreement (such firms constituting the “Underwriters” with respect to such Pricing Agreement and the securities specified therein) certain of its debt securities (the “Securities”) specified in Schedule II to such Pricing Agreement (with respect to such Pricing Agreement, the “Designated Securities”).
ContractGlobal Security Agreement • June 1st, 2020 • Hershey Co • Sugar & confectionery products
THIS SECURITY (AS DEFINED HEREIN) IS A GLOBAL SECURITY WITHIN THE MEANING OF THE INDENTURE HEREINAFTER REFERRED TO AND IS REGISTERED IN THE NAME OF CEDE & CO., AS A NOMINEE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION (“DTC” OR “THE DEPOSITORY”). THIS GLOBAL SECURITY IS EXCHANGEABLE FOR SECURITIES REGISTERED IN THE NAME OF A PERSON OTHER THAN DTC OR ITS NOMINEE ONLY IN THE LIMITED CIRCUMSTANCES HEREINAFTER DESCRIBED. UNLESS AND UNTIL THIS SECURITY IS SO EXCHANGED, THIS SECURITY MAY NOT BE TRANSFERRED EXCEPT AS A WHOLE BY DTC TO A NOMINEE OF DTC OR BY A NOMINEE OF DTC TO DTC OR ANOTHER NOMINEE OF DTC OR BY DTC OR ANY SUCH NOMINEE TO A SUCCESSOR TO DTC OR A NOMINEE OF SUCH SUCCESSOR TO DTC.
Exhibit 4.1 STOCKHOLDER PROTECTION RIGHTS AGREEMENT dated as of December 15, 2000Stockholder Protection Rights Agreement • March 15th, 2001 • Hershey Foods Corp • Sugar & confectionery products • New York
Exhibit 10.3 CONFIDENTIAL SEPARATION AGREEMENT AND GENERAL RELEASE This Confidential Separation Agreement and General Release (the "Agreement") is made as of the 6th day of December, 2002 (the "Effective Date"), by and between Hershey Foods...Confidential Separation Agreement and General Release • March 26th, 2003 • Hershey Foods Corp • Sugar & confectionery products • Pennsylvania
THE HERSHEY COMPANY,Credit Agreement • January 9th, 2018 • Hershey Co • Sugar & confectionery products • New York
THE HERSHEY COMPANY, a Delaware corporation (the “Company”), the banks, financial institutions and other institutional lenders (the “Initial Lenders”) listed on the signature pages hereof, and CITIBANK, N.A. (“Citibank”), as administrative agent (or any successor thereto, the “Agent”) for the Lenders (as hereinafter defined), BANK OF AMERICA, N.A., as syndication agent, ROYAL BANK OF CANADA, as documentation agent, and CITIGROUP GLOBAL MARKETS INC. and MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED, as joint lead arrangers and joint book managers (the “Arrangers”), agree as follows:
AGREEMENT AND PLAN OF MERGER by and among: THE HERSHEY COMPANY, ALPHABET MERGER SUB INC. AND AMPLIFY SNACK BRANDS, INC. Dated as of December 17, 2017Merger Agreement • December 18th, 2017 • Hershey Co • Sugar & confectionery products • Delaware
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”) is made and entered into as of December 17, 2017, by and among: THE HERSHEY COMPANY, a Delaware corporation (“Parent”); ALPHABET MERGER SUB, INC., a Delaware corporation and a wholly owned subsidiary of Parent (“Acquisition Sub”); and AMPLIFY SNACK BRANDS, INC., a Delaware corporation (the “Company” and, together with Parent and Acquisition Sub, the “Parties,” and each a “Party”).
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • February 24th, 2017 • Hershey Co • Sugar & confectionery products • Pennsylvania
THIS EXECUTIVE EMPLOYMENT AGREEMENT (the “Agreement”), to be effective as of March 1, 2017 (the “Effective Date”), is entered into between The Hershey Company, a Delaware corporation together with its successors and assigns permitted under this Agreement (“Employer”), and Michele G. Buck (the “Executive”).
AGREEMENTStock Purchase Agreement • July 28th, 2006 • Hershey Co • Sugar & confectionery products • Delaware
THIS AGREEMENT, is entered into on July 26, 2006 by The Hershey Company (the “Company”) and HERSHEY TRUST COMPANY, as Trustee for the benefit of Milton Hershey School (the “Trust”).
FORM OF SUPPORT AGREEMENTSupport Agreement • December 27th, 2017 • Hershey Co • Sugar & confectionery products • Delaware
THIS SUPPORT AGREEMENT (this “Agreement”), is made and entered into as of December 17, 2017, by and among The Hershey Company, a Delaware corporation (“Parent”), Alphabet Merger Sub, Inc., a Delaware corporation and direct, wholly-owned Subsidiary of Parent (“Acquisition Sub”), and (“Stockholder”).
EMPLOYEE CONFIDENTIALITY AND RESTRICTIVE COVENANT AGREEMENTEmployee Confidentiality and Restrictive Covenant Agreement • October 28th, 2021 • Hershey Co • Sugar & confectionery products • Pennsylvania
THIS EMPLOYEE CONFIDENTIALITY AND RESTRICTIVE COVENANT AGREEMENT (the “Agreement”) is entered into as of ____________ __, 20__ (the “Effective Date”), between The Hershey Company, a Delaware corporation (“Employer” or “Hershey”), and the undersigned employee of Employer (“Employee”). This Agreement extends not only to Employee and Hershey, but also to Hershey’s past and present affiliated and related companies, subsidiaries, joint ventures, affiliated entities, parent companies and its and their respective successors and assigns, its and their past, present and future benefit and severance plans, including the Equity and Incentive Compensation Plan (“EICP”), and its and their representatives, agents, trustees, officials, shareholders, officers, directors, employees, attorneys, benefit plan administrators and fiduciaries, both past and present, in their individual or representative capacities, and all of their successors and assigns (collectively with Hershey, the “Company”).
FIVE YEAR CREDIT AGREEMENT Dated as of April 26, 2023 AmongFive Year Credit Agreement • April 26th, 2023 • Hershey Co • Sugar & confectionery products • New York
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • February 19th, 2008 • Hershey Co • Sugar & confectionery products • Pennsylvania
THIS EXECUTIVE EMPLOYMENT AGREEMENT (the “Agreement”) is entered into as of October 2, 2007 (the “Effective Date”), between The Hershey Company, a Delaware corporation together with its successors and assigns permitted under this Agreement (“Employer”), and David J. West (the “Executive”).
STOCK PURCHASE AGREEMENTStock Purchase Agreement • November 8th, 2018 • Hershey Co • Sugar & confectionery products • Pennsylvania
This Agreement is made as of November 7, 2018, between Milton Hershey School Trust (the “Trust”), by its trustee, Hershey Trust Company (“HTC”), a Pennsylvania corporation with its principal office located at 100 Mansion Road East, Hershey, Pennsylvania, and The Hershey Company, a Delaware corporation with its principal offices located at 100 Crystal A Drive, Hershey, Pennsylvania (the “Corporation”).
ASSET PURCHASE AGREEMENT by and among B&G FOODS, INC., THE SELLING SUBSIDIARIES NAMED HEREIN and THE HERSHEY COMPANYAsset Purchase Agreement • September 13th, 2018 • Hershey Co • Sugar & confectionery products • Delaware
ASSET PURCHASE AGREEMENT, dated as of September 12, 2018 (as it may be amended, supplemented or otherwise modified from time to time in accordance with the terms hereof, this “Agreement”), by and among B&G Foods, Inc., a Delaware corporation (“Seller”), the Selling Subsidiaries named herein (together with Seller, the “Seller Parties”) and The Hershey Company, a Delaware corporation (“Buyer”).
EXHIBIT 10.2 NOTE: A LETTER DATED MARCH 13, 2000, REQUESTING CONFIDENTIAL TREATMENT OF CERTAIN INFORMATION CONTAINED HEREIN HAS BEEN FILED WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION. INFORMATION FOR WHICH SUCH REQUEST HAS BEEN MADE...Trademark and Technology License Agreement • March 13th, 2000 • Hershey Foods Corp • Sugar & confectionery products
ARTICLE I364-Day Credit Agreement • January 29th, 1996 • Hershey Foods Corp • Sugar & confectionery products • New York
SHARE PURCHASE AGREEMENTShare Purchase Agreement • February 21st, 2014 • Hershey Co • Sugar & confectionery products
ContractGlobal Security Agreement • May 4th, 2023 • Hershey Co • Sugar & confectionery products
THIS SECURITY (AS DEFINED HEREIN) IS A GLOBAL SECURITY WITHIN THE MEANING OF THE INDENTURE HEREINAFTER REFERRED TO AND IS REGISTERED IN THE NAME OF CEDE & CO., AS A NOMINEE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION (“DTC” OR “THE DEPOSITORY”). THIS GLOBAL SECURITY IS EXCHANGEABLE FOR SECURITIES REGISTERED IN THE NAME OF A PERSON OTHER THAN DTC OR ITS NOMINEE ONLY IN THE LIMITED CIRCUMSTANCES HEREINAFTER DESCRIBED. UNLESS AND UNTIL THIS SECURITY IS SO EXCHANGED, THIS SECURITY MAY NOT BE TRANSFERRED EXCEPT AS A WHOLE BY DTC TO A NOMINEE OF DTC OR BY A NOMINEE OF DTC TO DTC OR ANOTHER NOMINEE OF DTC OR BY DTC OR ANY SUCH NOMINEE TO A SUCCESSOR TO DTC OR A NOMINEE OF SUCH SUCCESSOR TO DTC.
HERSHEY FOODS CORPORATION Long-Term Incentive Program Participation AgreementLong-Term Incentive Program Participation Agreement • February 18th, 2005 • Hershey Foods Corp • Sugar & confectionery products
The undersigned is an executive employee of Hershey Foods Corporation or one of its subsidiaries (hereinafter collectively referred to as “Hershey”). I understand that I have been selected to participate in the Key Employee Incentive Plan (the “Plan”), including the Long-Term Incentive Program (“LTIP”) under the Plan. I understand, acknowledge and agree that the purpose of this Agreement is to provide for enhanced confidentiality requirements, an agreement not to compete with Hershey if I become eligible for supplemental retirement benefits, and an arbitration program to be the sole and exclusive method for resolving disputes. I understand and acknowledge that by this Agreement, both I and Hershey, in order to avoid delay and expense, are mutually waiving the right of access to a judicial forum for resolving disputes covered by the arbitration program. I hereby accept the opportunity to participate in the Plan, including the LTIP, and in consideration of my selection by Hershey to be a
ContractGlobal Security Agreement • August 9th, 2016 • Hershey Co • Sugar & confectionery products
THIS SECURITY (AS DEFINED HEREIN) IS A GLOBAL SECURITY WITHIN THE MEANING OF THE INDENTURE HEREINAFTER REFERRED TO AND IS REGISTERED IN THE NAME OF CEDE & CO., AS A NOMINEE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION (“DTC” OR “THE DEPOSITORY”). THIS GLOBAL SECURITY IS EXCHANGEABLE FOR SECURITIES REGISTERED IN THE NAME OF A PERSON OTHER THAN DTC OR ITS NOMINEE ONLY IN THE LIMITED CIRCUMSTANCES HEREINAFTER DESCRIBED. UNLESS AND UNTIL THIS SECURITY IS SO EXCHANGED, THIS SECURITY MAY NOT BE TRANSFERRED EXCEPT AS A WHOLE BY DTC TO A NOMINEE OF DTC OR BY A NOMINEE OF DTC TO DTC OR ANOTHER NOMINEE OF DTC OR BY DTC OR ANY SUCH NOMINEE TO A SUCCESSOR TO DTC OR A NOMINEE OF SUCH SUCCESSOR TO DTC.
ContractGlobal Security Agreement • August 28th, 2006 • Hershey Co • Sugar & confectionery products
THIS SECURITY (AS DEFINED HEREIN) IS A GLOBAL SECURITY WITHIN THE MEANING OF THE INDENTURE HEREINAFTER REFERRED TO AND IS REGISTERED IN THE NAME OF CEDE & CO., AS A NOMINEE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION (“DTC” OR “THE DEPOSITORY”). THIS GLOBAL SECURITY IS EXCHANGEABLE FOR SECURITIES REGISTERED IN THE NAME OF A PERSON OTHER THAN DTC OR ITS NOMINEE ONLY IN THE LIMITED CIRCUMSTANCES HEREINAFTER DESCRIBED. UNLESS AND UNTIL THIS SECURITY IS SO EXCHANGED, THIS SECURITY MAY NOT BE TRANSFERRED EXCEPT AS A WHOLE BY DTC TO A NOMINEE OF DTC OR BY A NOMINEE OF DTC TO DTC OR ANOTHER NOMINEE OF DTC OR BY DTC OR ANY SUCH NOMINEE TO A SUCCESSOR TO DTC OR A NOMINEE OF SUCH SUCCESSOR TO DTC.
Offer to Purchase All Outstanding Shares of Common Stock ofOffer to Purchase • January 2nd, 2018 • Hershey Co • Sugar & confectionery products
Alphabet Merger Sub Inc., a Delaware corporation (“Purchaser”) and a wholly owned subsidiary of The Hershey Company, a Delaware corporation (“Parent”), is offering to purchase all outstanding shares of common stock, par value $0.0001 per share (the “Shares”), of Amplify Snack Brands, Inc., a Delaware corporation (the “Company”), at a price per Share of $12.00 (such price as it may be amended from time to time in accordance with the Merger Agreement, the “Offer Price”), net to the seller in cash, without any interest, but subject to and reduced by any required withholding of taxes, as further described herein, upon the terms and subject to the conditions set forth in this Offer to Purchase and the accompanying Letter of Transmittal. The following are some questions you, as a stockholder of the Company, may have and answers to those questions. This summary term sheet highlights selected information from this Offer to Purchase, and may not contain all of the information that is important
HERSHEY FOODS CORPORATION DEBT SECURITIES ---------------- UNDERWRITING AGREEMENT ---------------------- September 27, 1995 GOLDMAN, SACHS & CO., MERRILL LYNCH & CO. MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED, C/O GOLDMAN, SACHS & CO., 85...Underwriting Agreement • October 2nd, 1995 • Hershey Foods Corp • Sugar & confectionery products
The Hershey Company Debt Securities $350,000,000 4.250% Notes due May 4, 2028 $400,000,000 4.500% Notes due May 4, 2033 Underwriting AgreementUnderwriting Agreement • May 2nd, 2023 • Hershey Co • Sugar & confectionery products • New York
From time to time The Hershey Company, a Delaware corporation (the “Company”), proposes to enter into one or more Pricing Agreements (each a “Pricing Agreement”) in the form of Annex I hereto, with such additions and deletions as the parties thereto may determine, and, subject to the terms and conditions stated herein and therein, to issue and sell to the firms named in Schedule I to the applicable Pricing Agreement (such firms constituting the “Underwriters” with respect to such Pricing Agreement and the securities specified therein) certain of its debt securities (the “Securities”) specified in Schedule II to such Pricing Agreement (with respect to such Pricing Agreement, the “Designated Securities”).
AMENDMENT TO EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • October 10th, 2006 • Hershey Co • Sugar & confectionery products
WHEREAS, The Hershey Company (the “Employer”) and Richard H. Lenny (the “Executive”) entered into an Executive Employment Agreement as of March 12, 2001 (the “Agreement”);
