Coca Cola 2011 Annual Report Download - page 154

Download and view the complete annual report

Please find page 154 of the 2011 Coca Cola annual report below. You can navigate through the pages in the report by either clicking on the pages listed below, or by using the keyword search tool below to find specific information within the annual report.

Page out of 166

  • 1
  • 2
  • 3
  • 4
  • 5
  • 6
  • 7
  • 8
  • 9
  • 10
  • 11
  • 12
  • 13
  • 14
  • 15
  • 16
  • 17
  • 18
  • 19
  • 20
  • 21
  • 22
  • 23
  • 24
  • 25
  • 26
  • 27
  • 28
  • 29
  • 30
  • 31
  • 32
  • 33
  • 34
  • 35
  • 36
  • 37
  • 38
  • 39
  • 40
  • 41
  • 42
  • 43
  • 44
  • 45
  • 46
  • 47
  • 48
  • 49
  • 50
  • 51
  • 52
  • 53
  • 54
  • 55
  • 56
  • 57
  • 58
  • 59
  • 60
  • 61
  • 62
  • 63
  • 64
  • 65
  • 66
  • 67
  • 68
  • 69
  • 70
  • 71
  • 72
  • 73
  • 74
  • 75
  • 76
  • 77
  • 78
  • 79
  • 80
  • 81
  • 82
  • 83
  • 84
  • 85
  • 86
  • 87
  • 88
  • 89
  • 90
  • 91
  • 92
  • 93
  • 94
  • 95
  • 96
  • 97
  • 98
  • 99
  • 100
  • 101
  • 102
  • 103
  • 104
  • 105
  • 106
  • 107
  • 108
  • 109
  • 110
  • 111
  • 112
  • 113
  • 114
  • 115
  • 116
  • 117
  • 118
  • 119
  • 120
  • 121
  • 122
  • 123
  • 124
  • 125
  • 126
  • 127
  • 128
  • 129
  • 130
  • 131
  • 132
  • 133
  • 134
  • 135
  • 136
  • 137
  • 138
  • 139
  • 140
  • 141
  • 142
  • 143
  • 144
  • 145
  • 146
  • 147
  • 148
  • 149
  • 150
  • 151
  • 152
  • 153
  • 154
  • 155
  • 156
  • 157
  • 158
  • 159
  • 160
  • 161
  • 162
  • 163
  • 164
  • 165
  • 166

Exhibit No.
(With regard to applicable cross-references in the list of exhibits below, the Company’s Current, Quarterly and Annual Reports are filed
with the Securities and Exchange Commission (the ‘‘SEC’’) under File No. 001-02217; and Coca-Cola Refreshments USA, Inc.’s
(formerly known as Coca-Cola Enterprises Inc.) Current, Quarterly and Annual Reports are filed with the SEC under File
No. 01-09300).
2.1.1 Business Separation and Merger Agreement, dated as of February 25, 2010, by and among Coca-Cola Enterprises Inc.,
International CCE, Inc., The Coca-Cola Company and Cobalt Subsidiary LLC.
Exhibit I Tax Sharing Agreement
Exhibit II Employee Matters Agreement
Exhibit III Form of Corporate Name Letter
Exhibit IV Form of Transition Services Agreement
Exhibit V-1 Bottler’s Agreement Jurisdictions
Exhibit V-2 Form of Bottler’s Agreement
— incorporated herein by reference to Exhibit 2.1 of the Company’s Current Report on Form 8-K filed on March 3,
2010. In accordance with Item 601(b)(2) of Regulation S-K, certain schedules have not been filed. The Company hereby
agrees to furnish supplementally a copy of any omitted schedule to the SEC upon request.
2.1.2 Amendment No. 1, dated as of September 6, 2010, to the Business Separation and Merger Agreement, dated as of
February 25, 2010, by and among Coca-Cola Enterprises Inc., International CCE Inc., the Company and Cobalt
Subsidiary LLC — incorporated by reference to Exhibit 2.1 of the Company’s Current Report on Form 8-K filed on
September 7, 2010.
2.2 Tax Sharing Agreement, dated as of February 25, 2010, by and among The Coca-Cola Company, Coca-Cola
Enterprises Inc. and International CCE, Inc. (included as Exhibit I to the Business Separation and Merger
Agreement) — incorporated herein by reference to Exhibit 2.2 of the Company’s Current Report on Form 8-K filed on
March 3, 2010.
2.3 Employee Matters Agreement, dated as of February 25, 2010, by and among The Coca-Cola Company, Coca-Cola
Enterprises Inc. and International CCE, Inc. (included as Exhibit II to the Business Separation and Merger
Agreement) — incorporated herein by reference to Exhibit 2.3 of the Company’s Current Report on Form 8-K filed on
March 3, 2010.
2.4 Letter Agreement, dated as of February 25, 2010, by and between the Company and Coca-Cola Enterprises Inc. —
incorporated herein by reference to Exhibit 2.4 of the Company’s Current Report on Form 8-K filed on March 3, 2010.
2.5 Share Purchase Agreement, dated as of March 20, 2010, by and among The Coca-Cola Company, Bottling Holdings
(Luxembourg) s.a.r.l., Coca-Cola Enterprises Inc. and International CCE, Inc.
Exhibit I Form of Corporate Name Letter
Exhibit II Form of Bottler’s Agreement
— incorporated herein by reference to Exhibit 2.1 of the Company’s Current Report on Form 8-K filed on March 22,
2010. In accordance with Item 601(b)(2) of Regulation S-K, certain schedules have not been filed. The Company hereby
agrees to furnish supplementally a copy of any omitted schedule to the SEC upon request.
3.1 Certificate of Incorporation of the Company, including Amendment of Certificate of Incorporation, effective May 1,
1996 — incorporated herein by reference to Exhibit 3 of the Company’s Quarterly Report on Form 10-Q for the
quarter ended March 31, 1996.
3.2 By-Laws of the Company, as amended and restated through April 17, 2008 — incorporated herein by reference to
Exhibit 3.2 of the Company’s Quarterly Report on Form 10-Q for the quarter ended June 27, 2008.
4.1 As permitted by the rules of the SEC, the Company has not filed certain instruments defining the rights of holders of
long-term debt of the Company or consolidated subsidiaries under which the total amount of securities authorized does
not exceed 10 percent of the total assets of the Company and its consolidated subsidiaries. The Company agrees to
furnish to the SEC, upon request, a copy of any omitted instrument.
4.2 Amended and Restated Indenture, dated as of April 26, 1988, between the Company and Deutsche Bank Trust
Company Americas, as successor to Bankers Trust Company, as trustee — incorporated herein by reference to
Exhibit 4.1 to the Company’s Registration Statement on Form S-3 (Registration No. 33-50743) filed on
October 25, 1993.
152