BUSINESS SEPARATION AND MERGER AGREEMENT BY AND AMONG COCA-COLA ENTERPRISES INC. INTERNATIONAL CCE, INC. THE COCA-COLA COMPANY AND COBALT SUBSIDIARY LLC DATED AS OF FEBRUARY 25, 2010Business Separation and Merger Agreement • November 3rd, 2010 • Coca-Cola Enterprises, Inc. • Bottled & canned soft drinks & carbonated waters • Delaware
THIS AGREEMENT, made and entered into with effect from , by and among THE COCA-COLA COMPANY, a corporation organized and existing under the laws of the State of Delaware, United States of America, with principal offices at One Coca-Cola Plaza, N.W., in the City of Atlanta, State of Georgia 30313, United States of America; THE COCA-COLA EXPORT CORPORATION, a corporation organized and existing under the laws of the State of Delaware, United States of America, with principal offices at One Coca-Cola Plaza, N.W., in the City of Atlanta, State of Georgia 30313, United States of America (The Coca-Cola Company and The Coca-Cola Export Corporation hereinafter collectively or severally referred to as the “Company” unless otherwise specified); and , a corporation organized and existing under the laws of , with principal offices at (hereinafter referred to as the “Bottler”).
AMENDMENT NO. 1 TO BUSINESS SEPARATION AND MERGER AGREEMENTBusiness Separation and Merger Agreement • September 7th, 2010 • International CCE Inc. • Bottled & canned soft drinks & carbonated waters • Delaware
Amendment No. 1 (this “Amendment”), dated as of September 6, 2010, to that certain Business Separation and Merger Agreement, dated as of February 25, 2010 (the “Merger Agreement”), by and among COCA-COLA ENTERPRISES INC., a Delaware corporation (“CCE”), INTERNATIONAL CCE, INC., a Delaware corporation (“Splitco”), THE COCA-COLA COMPANY, a Delaware corporation (“TCCC”), and COBALT SUBSIDIARY LLC, a Delaware limited liability company (“Merger Sub” and together with CCE, Splitco and TCCC, each a “Party” and collectively, the “Parties”).
AMENDMENT NO. 1 TO BUSINESS SEPARATION AND MERGER AGREEMENTBusiness Separation and Merger Agreement • September 7th, 2010 • Coca Cola Co • Beverages • Delaware
Amendment No. 1 (this “Amendment”), dated as of September 6, 2010, to that certain Business Separation and Merger Agreement, dated as of February 25, 2010 (the “Merger Agreement”), by and among COCA-COLA ENTERPRISES INC., a Delaware corporation (“CCE”), INTERNATIONAL CCE, INC., a Delaware corporation (“Splitco”), THE COCA-COLA COMPANY, a Delaware corporation (“TCCC”), and COBALT SUBSIDIARY LLC, a Delaware limited liability company (“Merger Sub” and together with CCE, Splitco and TCCC, each a “Party” and collectively, the “Parties”).
Dear Mr. Kent:Business Separation and Merger Agreement • March 3rd, 2010 • Coca Cola Enterprises Inc • Bottled & canned soft drinks & carbonated waters
This letter is executed simultaneously with our Business Separation and Merger Agreement (the “Agreement”) to clarify certain matters related to the Nordic Share Purchase Agreement referenced in the Agreement. As you know, the execution form of said Nordic Share Purchase Agreement (the Nordic SPA”) has not been completed, although the terms of such Nordic SPA have been agreed to in substance between us, and the parties to the Nordic SPA have agreed to complete the execution form of the Nordic SPA to be substantially modeled on the form of the Agreement to the extent applicable, and to execute the Nordic SPA without delay. The approval of the execution form of the Nordic SPA, of course, is subject to the approval of The Coca-Cola Company, and of the Affiliated Transaction Committee and Board of Coca-Cola Enterprises Inc.
QuickLinks -- Click here to rapidly navigate through this documentBusiness Separation and Merger Agreement • March 3rd, 2010 • Coca Cola Co • Beverages
This letter is executed simultaneously with our Business Separation and Merger Agreement (the "Agreement") to clarify certain matters related to the Nordic Share Purchase Agreement referenced in the Agreement. As you know, the execution form of said Nordic Share Purchase Agreement (the Nordic SPA") has not been completed, although the terms of such Nordic SPA have been agreed to in substance between us, and the parties to the Nordic SPA have agreed to complete the execution form of the Nordic SPA to be substantially modeled on the form of the Agreement to the extent applicable, and to execute the Nordic SPA without delay. The approval of the execution form of the Nordic SPA, of course, is subject to the approval of The Coca-Cola Company, and of the Affiliated Transaction Committee and Board of Coca-Cola Enterprises Inc.
