Shearman & Sterling Advises on International CCE’s $1 Billion and €350 Million Notes Offerings

Shearman & Sterling represented International CCE Inc. in connection with its September 14, 2010 public offering of $475 million of its 2.125% Notes due 2015 and $525 million of its 3.500% Notes due 2020. Shearman & Sterling also represented International CCE Inc. in connection with its September 29, 2010 Regulation S offering of €350 million 3.125% Notes due 2017

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International CCE Inc. is a newly created Delaware corporation that is currently a wholly-owned subsidiary of Coca-Cola Enterprises Inc. Following the merger of Cobalt Subsidiary LLC, a Delaware limited liability company wholly-owned by The Coca-Cola Company with and into Coca-Cola Enterprises Inc. and Coca-Cola Enteprises Inc.’s separation and transfer of its European operations, Coca-Cola Enterprises (Canada) Bottling Finance Company and a related portion of its corporate segment, International CCE Inc. will own what are presently Coca-Cola Enterprises Inc.’s European operations, Canadian financing company, a related portion of Coca-Cola Enteprises Inc.’s corporate segment and the Norway and Sweden bottling operations of The Coca-Cola Company. Following the merger, International CCE Inc. will be renamed Coca-Cola Enterprises, Inc. and its stock is expected to be listed for trading on the New York Stock Exchange under the symbol “CCE.” International CCE Inc. anticipates that the merger and separation will become effective in the days following Coca-Cola Enterprises Inc.’s October 1, 2010 special meeting of shareowners.

The company will market, produce and distribute nonalcoholic beverages to approximately 163 million customers throughout Belgium, continental France, Great Britain, Luxembourg, Monaco, the Netherlands, Norway and Sweden, and will be The Coca-Cola Company’s strategic bottling partner in Western Europe and its third-largest independent bottler globally, by volume.

The following Shearman & Sterling team advised International CCE Inc. in these transactions: partners Lisa Jacobs (New York-Capital Markets), Abigail Arms (Washington, DC-Capital Markets), Bernie Pistillo (New York-Tax) and Paul Schreiber (New York-Asset Management); associates Lesley Janzen (New York-Capital Markets), Sheila Lavu (New York-Capital Markets), Amy Lewis (New York-Tax), Steve Homan (New York-Asset Management), Shiu-Kay Hung (New York-Tax), and Jennifer Val (New York-Capital Markets); and legal assistant Kristi-Ann Nadvornik (New York-Capital Markets).

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