0001193125-24-147064 Sample Contracts

Coca-Cola Consolidated, Inc. Underwriting Agreement
Underwriting Agreement • May 24th, 2024 • Coca-Cola Consolidated, Inc. • Bottled & canned soft drinks & carbonated waters • New York

Coca-Cola Consolidated, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule I hereto (the “Underwriters”), for whom you (the “Representatives”) are acting as representatives, $700,000,000 aggregate principal amount of its 5.250% Senior Notes due 2029 (the “2029 Securities”) and $500,000,000 aggregate principal amount of its 5.450% Senior Notes due 2034 (the “2034 Securities” and, together with the 2029 Securities, the “Securities”). The Securities are to be issued pursuant to an indenture, dated as of December 15, 2020 (the “Base Indenture”), between the Company and U.S. Bank Trust Company, National Association (successor to U.S. Bank National Association) (the “Prior Trustee”), as the trustee, as supplemented by the first supplemental indenture, dated as of May 21, 2024 (the “First Supplemental Indenture”) between the Company, the Prior Trustee and Truist Bank, as the successor trustee (the “Trustee”) and further suppl

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FIRST SUPPLEMENTAL INDENTURE
Supplemental Indenture • May 24th, 2024 • Coca-Cola Consolidated, Inc. • Bottled & canned soft drinks & carbonated waters

THIS FIRST SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”) dated as of May 21, 2024 (the “Effective Date”), is by and among Coca-Cola Consolidated, Inc., a corporation duly organized and existing under the laws of the State of Delaware (the “Company”), U.S. Bank Trust Company, National Association, a national banking association (as successor in interest to U.S. Bank National Association) (the “Prior Trustee”), and Truist Bank, a North Carolina banking corporation (the “Successor Trustee”). Capitalized terms used in this Supplemental Indenture and not defined herein shall have the respective meanings given such terms in the Original Indenture.

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