Coca-Cola European Partners Plc (ENXTAM:CCE) entered into an agreement to acquire Coca-Cola Iberian Partners, S.L. from Cobega Invest SL, and Daurella family members in stock on August 6, 2015. Spark Orange Limited will issue shares representing 34% of its stake as consideration in the deal. In related deals, Spark Orange Limited entered into an agreement to acquire Coca-Cola Erfrischungsgetränke AG and Coca-Cola Enterprises Inc. Coca-Cola Iberian Partners, S.L., Coca-Cola Erfrischungsgetränke AG and Coca-Cola Enterprises Inc. will form a new entity known as Coca-Cola European Partners. The aggregate one-time cash payment of approximately $3.3 billion will be funded by the new company using newly issued debt. The transaction is considered as a Tax Inversion deal, with CCE moving corporate headquarters to London and cutting exposure to higher U.S. taxes. The shares of new company will be traded on Euronext Amsterdam, the New York Stock Exchange and the Madrid Stock Exchange. Coca-Cola Enterprises Inc. will pay a termination fee of $450 million in the event of termination resulting from a change in Coca-Cola Enterprises' recommendation. For the year ended December 31, 2014, Coca-Cola Iberian Partners reported $3.2 billion in revenue and $301 million in operating income.

John Brock, current chief executive of CCE, will be Chief Executive Officer of the new company, while Sol Daurella, Executive Chairwoman of CCIP, will be Chairwoman. Damian Gammell will join CCE as Chief Operating Officer and become Chief Operating Officer of Coca-Cola European Partners upon closing. Manik (“Nik”) Jhangiani, currently the Chief Financial Officer of CCE, will become Coca-Cola European Partners' Chief Financial Officer and Víctor Rufart, currently General Manager of CCIP, will become Chief Integration Officer. The initial Board of Directors of Coca-Cola European Partners will consist of 15 additional members, with the majority of the Board being independent, non-executive directors. The deal is subject to approval by CCE's shareowners, receipt of regulatory clearances, antitrust approval, the Registration Statement having been declared effective by the SEC under the Securities Act, NYSE approving the listing of the stock and other customary conditions and has been unanimously approved by Board of Directors of Coca-Cola Enterprises, Coca-Cola Iberian Partners and Coca-Cola Erfrischungsgetränke AG. European Commission approved the transaction on November 9, 2015. The deal is expected to close in second quarter of 2016. Coca-Cola Company expects the merger to be slightly accretive to 2016 comparable EPS. As on December 16, 2015, Coca-Cola Enterprises filed a registration statement on Form S-4 with the Securities and Exchange Commission related to the transaction. Coca-Cola Enterprises has filed its definitive proxy statement/prospectus with the SEC and has set the date for a special shareowner meeting to approve the transaction. The special shareowner meeting will be on May 24, 2016. On April 11, 2016, Coca-Cola Enterprises announced that the Securities and Exchange Commission has declared effective the Registration Statement of Coca-Cola European Partners Limited.

Rothschild Gestión Agencia De Valores, S.A. acted as financial advisor and Ed Barnett, Eric Shube, Tara Rajah, Michael Maier, Monika Przygoda. Dave Lewis, Matthias Horn, Hans-Peter Loew, Sarah Henchoz, James Roe, Chris Harrison, Alasdair Balfour and Justin Steer of Allen & Overy LLP along with Uría Menéndez Abogados, S.L.P. acted as legal advisors for Coca-Cola Iberian Partners, S.L. Andreas Dietzel, Jörg Rhiel, Thomas Gasteyer, Nele Gorny, Afroditi Tsobanelis-Görgen, Lars Laeger and Moritz Erdmann of Clifford Chance in Germany acted as legal advisors for The Coca-Cola Company. Ernst & Young Transaction Advisory Services España acted as the financial advisor to Coca-Cola Iberian Partners, S.L. Deloitte Corporate Finance and Rothschild acted as financial advisors for Coca Cola Iberian Partners. Credit Suisse acted as financial advisor for Spark Orange Limited. Cahill acted as legal advisor to Coca-Cola Enterprises.