Item 1.01.
Entry into a Material Definitive Agreement.
On January 31, 2017 Dr Pepper Snapple Group, Inc., (the Company) announced that it had completed its acquisition of Bai Brands LLC. As the result of the acquisition Bai Brands LLC, a New Jersey limited liability company (Bai) and 184 Innovations, Inc., a Delaware corporation and a subsidiary of Bai (Innovations), have entered into the following documents, by which they have become guarantors of certain obligations of the Company.
(1)
Fourth Supplemental Indenture, dated as of January 31, 2017 (the Fourth Supplemental Indenture), among Bai and Innovations (together, the New Guarantors), the Company, the Existing Guarantors (as defined in the Fourth Supplemental Indenture) and Wells Fargo Bank, N.A., as Trustee, which supplements and amends that certain Indenture dated as of April 30, 2008 (as amended and supplemented to the date hereof, the 2008 Indenture);
(2)
Eighth Supplemental Indenture, dated as of January 31, 2017 (the Eighth Supplemental Indenture), among the New Guarantors, the Company, the Existing Guarantors (as defined in the Eighth Supplemental Indenture), and Wells Fargo Bank, N.A., as Trustee, which supplements and amends that certain Indenture dated as of December 15, 2009 (as amended and supplemented by Supplemental Indentures, the 2009 Indenture); and
(3)
Assumption Agreement, dated as of January 31, 2017, executed by the New Guarantors and by which they have become a party to that certain Guaranty dated as of September 25, 2012 pursuant to which the parties thereto have guaranteed the obligations of the Company under that certain Credit Agreement, dated as of September 25, 2012, among the Company, the Lenders and Issuing Banks from time to time party thereto, and JPMorgan Chase Bank N.A., as Administrative Agent.
The foregoing descriptions of the Fourth Supplemental Indenture, Eighth Supplemental Indenture and Assumption Agreement do not purport to be complete and are qualified in their entirety by reference to the Fourth Supplemental Indenture, Eight Supplemental Indenture and Assumption Agreement, which are attached hereto as Exhibits 4.1, 4.2 and 10.1, respectively, and are incorporated herein by reference.