UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
DC 20549
FORM
8-K
CURRENT
REPORT
PURSUANT
TO SECTION 13 OR 15(D) OF THE
SECURITIES
EXCHANGE ACT OF 1934
Date of
report (Date of earliest event reported): May 7, 2008
COCA-COLA
ENTERPRISES INC.
(Exact
name of Registrant as specified in its charter)
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Delaware
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01-09300
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58-0503352
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(State
or other jurisdiction of
incorporation)
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(Commission
File No.)
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(IRS
Employer
Identification
No.)
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2500
Windy Ridge Parkway, Atlanta, Georgia 30339
(Address
of principal executive offices, including zip code)
(770)
989-3000
(Registrant’s
telephone number, including area code)
Check the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions (see General
Instruction A.2 below):
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o
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
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o
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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o
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
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o
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
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Item
8.01 Other
Events.
Coca-Cola
Enterprises Inc. (“CCE”) entered into a Terms Agreement dated May 7, 2008 (the
“Terms Agreement”) with Deutsche Bank Securities Inc. and J.P. Morgan Securities
Inc. incorporating the terms of an Underwriting Agreement dated May 7, 2008 (the
“Underwriting Agreement”), relating to the offering of $275,000,000 aggregate
principal amount of Floating Rate Notes due May 6, 2011 (the
“Notes”). Copies of the form of Underwriting Agreement, Terms
Agreement and Supplemental Indenture dated as of May 12, 2008 between CCE and
Deutsche Bank Trust Company Americas relating to the Notes are attached hereto
as Exhibits 1.1, 1.2 and 4.1., respectively. The closing occurred on
May 12, 2008.
Item
9.01 Financial Statements
and Exhibits.
(a) Not
applicable.
(b) Not
applicable.
(c) Not
applicable.
(d) Exhibits:
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1.1
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Form
of Underwriting Agreement for Senior Debt Securities, Debt Warrants and
Currency Warrants, including forms of Terms Agreement and Delayed Delivery
Contract.
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1.2
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Terms
Agreement dated May 7, 2008 among Coca-Cola Enterprises Inc., Deutsche
Bank Securities Inc. and J.P. Morgan Securities
Inc.
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4.1
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Supplemental
Indenture dated as of May 12, 2008 between Coca-Cola Enterprises Inc. and
Deutsche Bank Trust Company Americas, as Trustee, Registrar, Transfer
Agent and Paying Agent.
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8.1
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Tax
Opinion dated May 12, 2008 of Shearman & Sterling
LLP.
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23.1
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Consent
of Shearman & Sterling LLP (included in Exhibit
8.1).
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2
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant has
duly caused this report to be signed on its behalf by the undersigned hereunto
duly authorized.
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COCA-COLA
ENTERPRISES INC.
(Registrant)
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||||
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By: | /S/ WILLIAM T. PLYBON | ||
| Name: | William T. Plybon | |||
| Title: |
Vice President, Secretary and Deputy
General Counsel
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Date: May
13, 2008
3
EXHIBIT
INDEX
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Exhibit No.
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Description
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1.1
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Form
of Underwriting Agreement for Senior Debt Securities, Debt Warrants and
Currency Warrants, including forms of Terms Agreement and Delayed Delivery
Contract.
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||
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1.2
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Terms
Agreement dated May 7, 2008 among Coca-Cola Enterprises Inc., Deutsche
Bank Securities Inc. and J.P. Morgan Securities Inc.
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||
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4.1
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Supplemental
Indenture dated as of May 12, 2008 between Coca-Cola Enterprises Inc. and
Deutsche Bank Trust Company Americas, as Trustee, Registrar, Transfer
Agent and Paying Agent.
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||
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8.1
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Tax
Opinion dated May 12, 2008 of Shearman & Sterling
LLP.
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||
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23.1
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Consent
of Shearman & Sterling LLP (included in Exhibit
8.1).
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4