Item 2.01. Completion of Acquisition or Disposition of Assets.

As previously reported, on January 30, 2020, Cott Corporation ("Cott" or the "Company") entered into a Stock Purchase Agreement (the "Purchase Agreement") with Cott Holdings Inc., a wholly-owned subsidiary of Cott ("Holdings"), S. & D. Coffee, Inc., a wholly-owned subsidiary of Cott ("S&D"), and Westrock Coffee Company, LLC ("Purchaser"), providing for the sale of all of the issued and outstanding equity of S&D to the Purchaser (the "Transaction").

On February 28, 2020, the Company completed the Transaction. The purchase price was $405 million in cash, subject to customary post-closing adjustments. The Company's unaudited pro forma condensed consolidated financial statements giving effect to the completion of the sale of S&D are filed as Exhibit 99.1 hereto.

Item 5.02 Departure of Directors or Certain Officers; Election of Directors;

Appointment of Certain Officers; Compensatory Arrangements of Certain

Officers.

In connection with and effective upon the closing of the Transaction, Mr. Charles R. Hinson, Chief Executive Officer of S&D Coffee and Tea, ceased to be an executive officer of Cott.


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Item 9.01. Financial Statements and Exhibits.




(d) Exhibits


 Exhibit
   No.           Description

   99.1            Cott Corporation Unaudited Pro Forma Condensed Consolidated
                 Financial Statements.

   104           Cover Page Interactive Data (embedded within the Inline XBRL
                 document).

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