The Coca-Cola Company in Nestlé JV Reorganization

March 26, 2007

Cleary Gottlieb represented longtime client The Coca-Cola Company in a sweeping reorganization of Beverage Partners Worldwide, Coke’s worldwide joint venture with Nestlé S.A. BPW is a 50-50 joint venture owned by Nestlé and The Coca-Cola Company consisting of Beverage Partners Worldwide, S.A. and Beverage Partners Worldwide (North America). The parties refocused the venture’s efforts, dropping its coffee business to concentrate on ready-to-drink tea beverages. BPW will manufacture and distribute these beverages (including Nestea and Enviga) worldwide outside of the U.S. and Japan. As part of the reorganization, The Coca-Cola Company became a licensee of Nestlé for the Nestea and Enviga brands in the U.S. The non-U.S. portion of the reorganization closed on March 26, and the U.S. deal closed April 17, upon receipt of approval from FTC.

As a result of the reorganization, BPW has terminated its coffee business, which will revert to Nestlé. Coca-Cola and Nestlé will be free to compete in coffee beverages and non-tea functional beverages worldwide.

The Coca-Cola Company, based in Atlanta, Georgia, is the world’s largest beverage company, providing more than 1.4 billion daily servings of beverages in over 200 countries. Nestlé, based in Vevey, Switzerland, is the world’s largest food and beverage company, employing approximately 260,000 people around the world.