CONFORMED COPY AMENDED AND RESTATED 364-DAY CREDIT AGREEMENTBrown Forman Corp • March 7th, 2003 • Beverages
BY AND AMONGRegistration Rights Agreement • April 21st, 2003 • Brown Forman Corp • Beverages • New York
CONFIDENTIAL/SUBJECT TO CONFIDENTIALITY AGREEMENT STOCK PURCHASE AGREEMENTStock Purchase Agreement • July 27th, 2005 • Brown Forman Corp • Beverages • Delaware
AMONGAsset Purchase Agreement • August 29th, 2006 • Brown Forman Corp • Beverages • New York
Brown-Forman Corporation $650,000,000 4.750% Notes due 2033 UNDERWRITING AGREEMENT dated March 21, 2023 BofA Securities, Inc. Citigroup Global Markets Inc.Underwriting Agreement • March 23rd, 2023 • Brown Forman Corp • Beverages • New York
CONFORMED COPY FIVE-YEAR CREDIT AGREEMENTCredit Agreement • March 7th, 2003 • Brown Forman Corp • Beverages
CREDIT AGREEMENT among BROWN-FORMAN CORPORATION,Credit Agreement • December 15th, 1997 • Brown Forman Corp • Beverages • Illinois
AMENDED AND RESTATED FIVE-YEAR CREDIT AGREEMENT dated as of November 10, 2017 among BROWN-FORMAN CORPORATION The Other Borrowing Subsidiaries Parties Hereto The Lenders Party HeretoCredit Agreement • November 13th, 2017 • Brown Forman Corp • Beverages • New York
AMENDED AND RESTATED FIVE-YEAR CREDIT AGREEMENT dated as of November 10, 2017 (the “Agreement”), among BROWN-FORMAN CORPORATION (the “Company”), a Delaware corporation; the other BORROWING SUBSIDIARIES from time to time party hereto (the Company and the Borrowing Subsidiaries being collectively called the “Borrowers”); the LENDERS party hereto; U.S. BANK NATIONAL ASSOCIATION, BARCLAYS BANK PLC, MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED and CITIGROUP GLOBAL MARKETS INC., as Co-Syndication Agents; JPMORGAN CHASE BANK, N.A., PNC BANK, NATIONAL ASSOCIATION and WELLS FARGO BANK, NATIONAL ASSOCIATION, as Co-Documentation Agents; and U.S. BANK NATIONAL ASSOCIATION, as Administrative Agent.
BROWN-FORMAN CORPORATION and U.S. BANK NATIONAL ASSOCIATION, as Trustee INDENTURE Dated as of April 2, 2007 Providing for the Issuance of Debt SecuritiesBrown Forman Corp • April 3rd, 2007 • Beverages • New York
THIS INDENTURE, between Brown-Forman Corporation, a Delaware corporation (hereinafter called the “Company”) having its principal office at 850 Dixie Highway, Louisville, Kentucky 40210, and U.S. Bank National Association, a national banking association, as trustee (hereinafter called the “Trustee”), is made and entered into as of this 2nd day of April, 2007.
FIVE-YEAR CREDIT AGREEMENT dated as of November 18, 2011 among BROWN-FORMAN CORPORATION The Other Borrowing Subsidiaries Parties Hereto The Lenders Party Hereto BARCLAYS CAPITAL, as Syndication Agent BANK OF AMERICA, N.A. and CITIBANK, N.A., as...Credit Agreement • November 21st, 2011 • Brown Forman Corp • Beverages • New York
FIVE-YEAR CREDIT AGREEMENT dated as of November 18, 2011 (the “Agreement”), among BROWN-FORMAN CORPORATION (the “Company”), a Delaware corporation; the other BORROWING SUBSIDIARIES from time to time party hereto (the Company and the Borrowing Subsidiaries being collectively called the “Borrowers”); the LENDERS party hereto; BARCLAYS CAPITAL, the investment banking division of Barclays Bank PLC (“Barclays Capital”), as Syndication Agent; BANK OF AMERICA, N.A. and CITIBANK, N.A., as Co-Documentation Agents; and U.S. BANK NATIONAL ASSOCIATION, as Administrative Agent.
FIVE-YEAR CREDIT AGREEMENT dated as of April 30, 2007 among BROWN-FORMAN CORPORATION BROWN-FORMAN BEVERAGES, EUROPE, LTD The Other Borrowing Subsidiaries Parties Hereto The Lenders Party Hereto BANK OF AMERICA, N.A., as Syndication Agent CITICORP...Five-Year Credit Agreement • September 8th, 2011 • Brown Forman Corp • Beverages • New York
Page ARTICLE I Definitions SECTION 1.01. Defined Terms 1 SECTION 1.02. Classification of Loans and Borrowings 19 SECTION 1.03. Terms Generally 20 SECTION 1.04. Accounting Terms; GAAP 20 SECTION 1.05. Currency Translation 20 ARTICLE II The Credits SECTION 2.01. Commitments 21 SECTION 2.02. Loans and Borrowings 21 SECTION 2.03. Requests for Revolving Borrowings 22 SECTION 2.04. Competitive Bid Procedure 23 SECTION 2.05. Letters of Credit 26 SECTION 2.06. Funding of Borrowings 32 SECTION 2.07. Interest Elections 32 SECTION 2.08. Termination, Reduction and Increase of Commitments 34 SECTION 2.09. Extension of Maturity Date 35 SECTION 2.10. Repayment of Loans; Evidence of Debt 36 SECTION 2.11. Prepayment of Loans 37 SECTION 2.12. Fees 38 SECTION 2.13. Interest 39 SECTION 2.14. Alternate Rate of Interest 40 SECTION 2.15. Increased Costs 41 SECTION 2.16. Break Funding Payments 43 SECTION 2.17. Taxes 43 SECTION 2.18. Payments Generally; Pro Rata Treatment; Sharing of Set-offs 44 SECTION 2.19.
Brown-Forman CorporationUnderwriting Agreement • December 12th, 2012 • Brown Forman Corp • Beverages • New York
Introductory. Brown-Forman Corporation, a Delaware corporation (the “Company”), proposes to issue and sell to the several Underwriters named in Schedule A hereto (the “Underwriters”), acting severally and not jointly, the respective amounts set forth in such Schedule A of $250,000,000 aggregate principal amount of the Company’s 1.000% Notes due 2018 (the “2018 Notes”), $250,000,000 aggregate principal amount of the Company’s 2.250% Notes due 2023 (the “2023 Notes”) and $250,000,000 aggregate principal amount of the Company’s 3.750% Notes due 2043 (the “2043 Notes”, and together with the 2018 Notes and the 2023 Notes, the “Securities”). Barclays Capital Inc., Citigroup Global Markets Inc., Merrill Lynch, Pierce, Fenner & Smith Incorporated, U.S. Bancorp Investments, Inc., Deutsche Bank Securities Inc. and Wells Fargo Securities, LLC have agreed to act as representatives of the Underwriters (the “Representatives”) in connection with the offering and sale of the Securities.
Conformed Copy 364-DAY INTERIM CREDIT AGREEMENTInterim Credit Agreement • March 7th, 2003 • Brown Forman Corp • Beverages
Schedules and Exhibits to Agreement and certain employee names have been excluded because they are both not material and are the type that the registrant treats as private or confidential.] AMENDMENT NO. 1 TO SECURITIES AND ASSET PURCHASE AGREEMENTBrown Forman Corp • January 5th, 2023 • Beverages
This Amendment No. 1, dated as of January 4, 2023 (this “Amendment No. 1”), is entered into by and among Brown Forman Corporation, a Delaware corporation (“Brown-Forman”), Destillers United Group S.L., a Spanish company (“DUG”), and Destilerias Unidas Corporation, a Florida corporation (“DUSA Corp.”), in order to amend the Securities and Asset Purchase Agreement, dated as of October 6, 2022 (the “Purchase Agreement”), by and among Brown-Forman, DUG and DUSA Corp. All capitalized terms used and not defined herein shall have the meanings assigned to them in the Purchase Agreement (as amended hereby).
BRIDGE CREDIT AGREEMENT dated as of December 21, 2006 among BROWN-FORMAN CORPORATION, as the Borrower THE LENDERS PARTY HERETO, JPMORGAN CHASE BANK, N.A., as Syndication Agent CITICORP NORTH AMERICA, INC., as Documentation Agent and BANK OF AMERICA,...Bridge Credit Agreement • December 22nd, 2006 • Brown Forman Corp • Beverages • New York
BRIDGE CREDIT AGREEMENT dated as of December 21, 2006 (the “Agreement”), among BROWN-FORMAN CORPORATION, a Delaware corporation (the “Borrower”); the LENDERS party hereto; JPMORGAN CHASE BANK, N.A., as Syndication Agent; CITICORP NORTH AMERICA, INC., as Documentation Agent; and BANK OF AMERICA, N.A., as Administrative Agent.
AMENDMENT NO. 1 TO FIVE-YEAR CREDIT AGREEMENTFive-Year Credit Agreement • December 4th, 2013 • Brown Forman Corp • Beverages • New York
THIS AMENDMENT NO. 1 TO FIVE-YEAR CREDIT AGREEMENT (this “Amendment”) is made as of September 27, 2013 (the “Effective Date”) by and among BROWN-FORMAN CORPORATION (the “Company”), the Lenders party to the Credit Agreement (defined below) and U.S. BANK NATIONAL ASSOCIATION, as Administrative Agent (in such capacity, the "Administrative Agent"), under that certain Five-Year Credit Agreement, dated as of November 18, 2011 (as amended, supplemented or otherwise modified from time to time, the "Credit Agreement"), by and among the Company, certain of its affiliates from time to time party thereto, the Lenders party thereto, and the Administrative Agent. Capitalized terms used herein and not otherwise defined herein shall have the respective meanings set forth in the Credit Agreement.
Schedules, Exhibits to Agreement and certain employee names have been excluded because they are both not material and are the type that the registrant treats as private or confidential.] SECURITIES AND ASSET PURCHASE AGREEMENT among BROWN-FORMAN...Securities and Asset Purchase Agreement • December 7th, 2022 • Brown Forman Corp • Beverages • Delaware
SECURITIES AND ASSET PURCHASE AGREEMENT, dated as of October 6, 2022 (this “Agreement”), by and among Destillers United Group S.L., a Spanish company (“DUG”), Destilerias Unidas Corp., a Florida corporation (“DUSA Corp.” and, together with DUG, the “Selling Parties”), and Brown-Forman Corporation, a Delaware corporation (“Brown-Forman”).
SECOND AMENDMENT TO ASSET PURCHASE AGREEMENTAsset Purchase Agreement • January 16th, 2007 • Brown Forman Corp • Beverages • New York
This Second Amendment to Asset Purchase Agreement dated as of January 11, 2007 (this “Amendment”), among (a) Brown-Forman Tequila Mexico, S. de R.L. de C.V., a corporation formed under the laws of Mexico (“Buyer”), (b) Brown-Forman Corporation, a Delaware corporation (“BFC”), (c) Jose Guillermo Romo de la Peña (“JGR”) and Luis Pedro Pablo Romo de la Peña (“LPR” and together with JGR, the “Romo de la Peña Brothers”), (d) Grupo Industrial Herradura, S.A. de C.V., a corporation formed under the laws of Mexico (“Parent”), Fabrica de Tequila Hacienda Las Norias S.A., de C.V., a corporation organized under the laws of Mexico (“Las Norias”), Comercializadora Herradura, S.A. de C.V., a corporation organized under the laws of Mexico (“Comercializadora”), Tequila Herradura, S.A. de C.V., a corporation organized under the laws of Mexico (“Tequila Herradura”), Sociedad Romo, S.A. de C.V., a corporation organized under the laws of Mexico (“Sociedad Romo”), and Transportes de Carga Millenium, S.A. d
April 28, 2008 Phoebe A. Wood 1045 Alta Vista Road Louisville, KY 40205 Dear Phoebe:Brown Forman Corp • April 28th, 2008 • Beverages • Kentucky
364-DAY CREDIT AGREEMENT dated as of May 6, 2016 among BROWN-FORMAN CORPORATION The Other Borrowing Subsidiaries Parties Hereto The Lenders Party Hereto BARCLAYS CAPITAL, as Syndication Agent BANK OF AMERICA, N.A. AND CITIBANK, N.A., as...Day Credit Agreement • May 6th, 2016 • Brown Forman Corp • Beverages • New York
364-DAY CREDIT AGREEMENT dated as of May 6, 2016 (the “Agreement”), among BROWN-FORMAN CORPORATION (the “Company”), a Delaware corporation; the other BORROWING SUBSIDIARIES from time to time party hereto (the Company and the Borrowing Subsidiaries being collectively called the “Borrowers”); the LENDERS party hereto; Barclays Capital, as Syndication Agent; Bank of America, N.A. and Citibank, N.A., as Co-Documentation Agents; and U.S. BANK NATIONAL ASSOCIATION, as Administrative Agent.
THIRD AMENDMENT TO ASSET PURCHASE AGREEMENTAsset Purchase Agreement • January 22nd, 2007 • Brown Forman Corp • Beverages • New York
This Third Amendment to Asset Purchase Agreement dated as of January 18, 2007 (this “Amendment”), among (a) Brown-Forman Tequila Mexico, S. de R.L. de C.V., a corporation formed under the laws of Mexico (“Buyer”), (b) Brown-Forman Corporation, a Delaware corporation (“BFC”), (c) Jose Guillermo Romo de la Peña (“JGR”) and Luis Pedro Pablo Romo de la Peña (“LPR” and together with JGR, the “Romo de la Peña Brothers”), (d) Grupo Industrial Herradura, S.A. de C.V., a corporation formed under the laws of Mexico (“Parent”), Fabrica de Tequila Hacienda Las Norias, S.A. de C.V., a corporation organized under the laws of Mexico (“Las Norias”), Comercializadora Herradura, S.A. de C.V., a corporation organized under the laws of Mexico (“Comercializadora”), Tequila Herradura, S.A. de C.V., a corporation organized under the laws of Mexico (“Tequila Herradura”), Sociedad Romo, S.A. de C.V., a corporation organized under the laws of Mexico (“Sociedad Romo”), and Transportes de Carga Millenium, S.A. de
FIRST SUPPLEMENTAL INDENTUREFirst Supplemental Indenture • December 13th, 2010 • Brown Forman Corp • Beverages • New York
First Supplemental Indenture (this “Supplemental Indenture”), dated as of December 13, 2010, between BROWN-FORMAN CORPORATION, a Delaware corporation (the “Company”), and U.S. BANK NATIONAL ASSOCIATION, a national banking association, as trustee (the “Trustee”).
Exhibits to Agreement have been excluded because they are both not material and are the type that the registrant treats as private or confidential.]Credit Agreement • January 5th, 2023 • Brown Forman Corp • Beverages • New York
CREDIT AGREEMENT, dated as of January 3, 2023 (this “Agreement”), among BROWN-FORMAN CORPORATION (the “Company” or the “Borrower”), a Delaware corporation; the LENDERS party hereto; and U.S. BANK NATIONAL ASSOCIATION, as Administrative Agent.
SECOND SUPPLEMENTAL INDENTURESupplemental Indenture • June 24th, 2015 • Brown Forman Corp • Beverages • New York
Second Supplemental Indenture (this “Supplemental Indenture”), dated as of June 24, 2015, between BROWN-FORMAN CORPORATION, a Delaware corporation (the “Company”), and U.S. BANK NATIONAL ASSOCIATION, a national banking association, as trustee (the “Trustee”).
