July 11, 2014 3:05 PM ET

Beverages

Company Overview of Cott Beverages Inc.

Company Overview

Cott Beverages Inc. produces, packages, and distributes beverages. Its product line includes carbonated soft drinks, beverages, juices, juice-based products, bottled water, organic and energy beverages, and iced teas. The company serves grocery, mass merchandise and drugstore chains, and wholesale and convenience store chains. It has beverage manufacturing facilities in the United States, Canada, the United Kingdom, and Mexico. The company was formerly known as BCB USA Corp. and changed its name to Cott Beverages Inc. in June, 2001. The company was founded in 1991 and is based in Tampa, Florida. Cott Beverages Inc. operates as a subsidiary of Cott Corporation.

5519 West Idlewild Avenue

Suite 290

Tampa, FL 33634

United States

Founded in 1991

Phone:

813-313-1800

Fax:

813-313-1811

Key Executives for Cott Beverages Inc.

Chairman of the Board and Chief Executive Officer
Age: 69
President
Age: 56
Executive Vice President and President of Cott Beverages USA
Age: 58
Senior Vice President - Corporate Resources
Age: 56
Compensation as of Fiscal Year 2014.

Cott Beverages Inc. Key Developments

Cott Announces Expiration of Tender Offer for 8.125% Senior Notes Due 2018

Cott Corporation announced the expiration of the previously announced cash tender offer and consent solicitation by its wholly owned subsidiary, Cott Beverages Inc., for any and all of its 8.125% senior notes due 2018. The Tender Offer expired at 11:59 p.m., New York City time, on July 8, 2014. As of the expiration date, Cott Beverages had received valid tenders from holders of $296,104,000 aggregate principal amount of 2018 Notes, or 78.96% of the total outstanding prior to the Tender Offer. Holders who validly tendered their 2018 Notes after the Consent Expiration and prior to the expiration date of the Tender Offer will receive total consideration of $1,024.63 per $1,000 principal amount of the 2018 Notes plus accrued and unpaid interest from the last payment date to, but not including, the settlement date. Cott Beverages expects to make payment today, July 9, 2014, for such 2018 Notes.

Cott Beverages Inc. Announces Closing of $525 Million 5.375% Senior Note Offering, Results to Date of Tender Offer and Consent Solicitation and Notice of Intent to Redeem the Remaining Outstanding 8.125% Senior Notes Due 2018

Cott announced that its wholly owned subsidiary, Cott Beverages Inc. has closed its private placement of $525 million in aggregate principal amount of 5.375% senior notes due 2022 (the new notes), resulting in net proceeds to Cott Beverages of approximately $517 million. The New Notes have not been registered under the Securities Act of 1933, as amended (the securities act), or any state securities laws and, unless so registered, may not be offered or sold in the United States except pursuant to an applicable exemption from the registration requirements of the Securities Act and applicable state securities laws. Cott also announced that Cott Beverages has accepted for purchase $295,929,000 million aggregate principal amount of the 2018 Notes, or 78.91% of the total outstanding, which were validly tendered prior to 5:00 p.m., New York City time, on June 23, 2014 (the consent expiration), pursuant to Cott Beverages' previously announced cash tender offer and consent solicitation (the tender offer). Holders of Notes accepted for purchase will receive the total consideration of $1,054.63, plus accrued and unpaid interest to, but not including, the initial settlement date for the tender offer, which is on June 24, 2014. Cott Beverages expects to use the net proceeds from the offering of the New notes to repurchase the 2018 notes tendered in the tender offer, to redeem any of the 2018 notes that remain outstanding, to repay any outstanding loans under its asset-based lending credit facility, to pay related fees and expenses and for general corporate purposes. Cott also announced that Cott Beverages has received consents (coupled with tenders) from holders representing a majority of the outstanding principal amount of the 2018 Notes to adopt the proposed amendments to the 2018 Notes. A supplemental indenture effecting the proposed amendments has been executed, but such proposed amendments will only become operative simultaneously upon the acceptance for payment of all 2018 Notes that are validly tendered (and not previously withdrawn). The tender offer will expire at 11:59 p.m., New York City time, on July 8, 2014, unless extended or earlier terminated (the expiration time). Holders who tender their 2018 Notes prior to the Expiration Time will be eligible to receive consideration equal to $1,024.63, plus any accrued and unpaid interest on the 2018 Notes up to, but not including, the final payment date for the Tender Offer, which is expected to be July 9, 2014. In addition, Cott Corporation announced that Cott Beverages gave notice to Wells Fargo Bank, National Association, the trustee under the indenture governing the 2018 Notes, of its intent to redeem the remaining outstanding 2018 Notes following the Expiration Time at a redemption price equal to 100% of the aggregate principal amount of the 2018 Notes to be redeemed, a make-whole premium, and accrued and unpaid interest on the principal amount being redeemed to, but not including, the redemption date. The redemption date will be July 24, 2014. Cott Beverages has instructed Wells Fargo to send a notice of redemption on June 24, 2014 in the name of Cott Beverages, which contains additional information concerning the terms and conditions of the redemption, to all currently registered holders of the 2018 Notes.

Cott Beverages Inc. Announces Cash Tender Offer for Any and All of Outstanding 8.125% Senior Notes Due 2018

Cott Corporation announced the commencement of a cash tender offer by its wholly owned subsidiary, Cott Beverages Inc. for any and all of its outstanding 8.125% senior notes due 2018. The tender offer is being made pursuant to an offer to purchase and consent solicitation statement and a related consent and letter of transmittal, each dated as of June 10, 2014. The offer will expire at 11:59 p.m., New York City time, on July 8, 2014, unless extended or earlier terminated. Holders who validly tender their Notes on or prior to 5:00 p.m., New York City time, on June 23, 2014, and whose notes are accepted for payment, will receive total consideration equal to $1,054.63 per $1,000 principal amount of the notes, plus accrued and unpaid interest on the notes up to, but not including, the initial settlement date. The total consideration includes a consent payment of $30.00 per $1,000 principal amount of the notes. Holders who validly tender their Notes after the Consent Expiration, but on or prior to the Expiration Time, and whose notes are accepted for payment, will receive the tender consideration equal to $1,024.63 per $1,000 principal amount of the notes plus accrued and unpaid interest on the notes up to, but not including, the final settlement date. Holders of notes who tender after the Consent Expiration will not receive the consent payment. Holders who tender Notes on or prior to June 23, 2014 may withdraw such notes at any time on or prior to the Withdrawal Deadline. As part of the tender offer, Cott Beverages is also soliciting consents from the holders of the Notes for certain proposed amendments that would eliminate substantially all restrictive covenants contained in the indenture governing the notes. Adoption of the proposed amendments with respect to the notes requires the consent of the holders of at least a majority of the outstanding principal amount of the notes. Holders who tender their notes will be deemed to consent to the proposed amendments and holders may not deliver consents to the proposed amendments without tendering their Notes in the tender offer.

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