VOTING TRUST AGREEMENTVoting Trust Agreement • December 12th, 2014 • Restaurant Brands International Limited Partnership • Ontario
WHEREAS in connection with an arrangement agreement and plan of merger (the “Arrangement Agreement”) dated as of August 26, 2014 among Burger King Worldwide, Inc. (“Parent”), Holdings, the Partnership, Blue Merger Sub, Inc., 8997900 Canada Inc. and Tim Hortons Inc., the Partnership agreed to issue Class B exchangeable limited partnership units (the “Exchangeable Units”) to the holders of shares of Parent pursuant to the merger between Parent and Blue Merger Sub, Inc. contemplated in the Arrangement Agreement;
