Exhibit 10.1
EXECUTION VERSION
FIRST AMENDMENT dated as of July 21, 2023 (this “Amendment”), among THE KRAFT HEINZ COMPANY, a Delaware corporation (“Kraft Heinz”), KRAFT HEINZ FOODS COMPANY, a Pennsylvania limited liability company (the “Parent Borrower”), the LENDERS party hereto and JPMORGAN CHASE BANK, N.A., as Administrative Agent.
WHEREAS, reference is made to the Credit Agreement dated as of July 8, 2022 (the “Credit Agreement”), among Kraft Heinz, the Parent Borrower, the other Borrowers from time to time party thereto, the Lenders from time to time party hereto and JPMorgan Chase Bank, N.A., as administrative agent (in such capacity, the “Administrative Agent”), pursuant to which the Lenders have agreed to extend credit to the Borrowers on the terms and subject to the conditions set forth therein;
WHEREAS, the Parent Borrower has requested that the Credit Agreement be amended to, among other things, extend the Revolving Maturity Date to July 8, 2028;
WHEREAS, the Lenders party hereto, the Administrative Agent, each Swingline Lender and each Issuing Bank are willing to amend the Credit Agreement on the terms and subject to the conditions set forth herein; and
WHEREAS, Kraft Heinz and the Parent Borrower appoint each of JPMorgan Chase Bank, N.A., BofA Securities, Inc., Barclays Bank PLC, Citibank, N.A., Deutsche Bank Securities Inc., Morgan Stanley Senior Funding, Inc., Royal Bank of Canada and Wells Fargo Securities, LLC to act as the revolving joint lead arrangers and revolving joint bookrunners for this Amendment and the extension of the Revolving Maturity Date contemplated hereby (in such capacities, the “Amendment Arrangers”).
NOW, THEREFORE, in consideration of the mutual agreements herein contained and other good and valuable consideration, the sufficiency and receipt of which are hereby acknowledged, the parties hereto hereby agree as follows:
SECTION 1. Defined Terms. Capitalized terms used but not otherwise defined herein (including in the preamble and the recitals hereto) have the meanings assigned to them in the Credit Agreement.
SECTION 2. Revolving Maturity Date Extension. Each Person listed on Schedule 2.01 set forth on Annex A hereto (collectively, the “Extending Lenders”), each Swingline Lender and each Issuing Bank agrees that, on and as of the First Amendment Effective Date (as defined below), the term “Revolving Maturity Date” set forth in Section 1.01 of the Credit Agreement shall be modified to replace the phrase “the date that is five years after the Closing Date” in clause (a) of the definition of such term with “July 8, 2028”.
SECTION 3. Concerning Revolving Commitments. (a) The Extending Lender that is not a Lender immediately prior to the effectiveness of this Amendment (such Extending Lender being referred to as the “New Lender”) agrees that, on and as of the First Amendment Effective Date, the New Lender will have a Multicurrency Tranche Revolving Commitment in an amount set forth opposite its name on Schedule 2.01 set forth on Annex