EXHIBIT 1.01
COCA-COLA ENTERPRISES INC.
(A Delaware Corporation)
Senior Debt Securities
TERMS AGREEMENT
Dated: December 2, 1997
TO: COCA-COLA ENTERPRISES INC.
0000 Xxxxx Xxxxx Xxxxxxx
Xxxxxxx, Xxxxxxx 00000
RE: Underwriting Agreement dated as of September 25, 1996
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SENIOR DEBT SECURITIES
Title of Senior Debt Securities: 6.95% Debentures Due 2026
Principal amount to be issued: $250,000,000
Current ratings: A3/A+
Interest rate: 6.95%
Interest payment dates: Payable on May 15 and November
15 of each year, commencing May
15, 1998
Date of maturity: November 15, 2026
Redemption provisions: N/A
Sinking fund requirements: None
Delayed Delivery Contracts: Not authorized
Fee: .875%
Public offering price: 100.243%, plus accrued interest,
if any, from November 15, 1997
Accrued interest from
November 15, 1997 to
December 5, 1997: $965,277.78
Underwriting Discount: $2,187,500.00
Net Payment by Underwriters
to Coca-Cola Enterprises
Inc.: $249,385,277.78
Closing date and location: December 5, 1997, at 10:00 a.m., New York City
time, at the offices of Cleary, Gottlieb, Xxxxx & Xxxxxxxx, Xxx Xxxxxxx Xxxxx,
Xxx Xxxx, Xxx Xxxx 00000.
Notice to the Underwriters pursuant to Section 11 of the Underwriting
Agreement shall be given to: Deutsche Xxxxxx Xxxxxxxx, 00 Xxxx 00xx Xxxxxx,
Xxx Xxxx, Xxx Xxxx 00000, Attention: Xxxxx Xxxxx.
Place of delivery of Securities: Through the facilities of The Depository
Trust Company to the account of Deutsche Xxxxxx Xxxxxxxx, 00 Xxxx 00xx
Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000.
Modifications to the Underwriting Agreement:
The Senior Debt Securities are being sold hereunder pursuant to
the Company's registration statements on Form S-3 (No. 33-62757
and No. 333-18569), pursuant to which the Company has registered
up to $2,500,000,000 aggregate principal amount of Senior Debt
Securities.
Section 2: Payment for all Senior Debt Securities purchased
hereunder shall be made in immediately available funds on
the third business day (unless postponed in accordance
with the provisions of Section 9) following the date of
this Agreement for the account of the Company maintained
at Citibank, N.A., New York, New York, account number
00000000.
Cleary, Gottlieb, Xxxxx & Xxxxxxxx, counsel to the Underwriters,
will render the opinion referred to in Section 4(b)(2) of the
Underwriting Agreement.
The Senior Debt Securities will trade in The Depository Trust
Company's Same-Day Funds Settlement System until
maturity, and secondary market trading activity for the
Senior Debt Securities will, therefore, settle in immediately
available funds. All payments of principal and interest
will be made by the Company in immediately available
funds.
Each Underwriter listed below severally agrees, subject to the terms and
provisions of the above-referenced Underwriting Agreement, which is
incorporated herein in its entirety and made a part hereof, to purchase
the principal amount of Senior Debt Securities as set forth below
opposite its name below:
6.95% Debentures Due
Underwriter November 15, 2026
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Deutsche Xxxxxx Xxxxxxxx Inc. $84,000,000
Salomon Brothers Inc $83,000,000
Xxxxxx Brothers Inc. $83,000,000
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$250,000,000
DEUTSCHE XXXXXX XXXXXXXX INC.
SALOMON BROTHERS INC
XXXXXX BROTHERS INC.
BY DEUTSCHE XXXXXX XXXXXXXX INC.
BY: /S/ XXXXX X. XXXXX
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Name:
Title:
ACCEPTED
COCA-COLA ENTERPRISES INC.
BY: /S/ XXXXX X. XXXXXX
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NAME: XXXXX X. XXXXXX
TITLE: VICE PRESIDENT AND TREASURER