On May 28, 2016, pursuant to the Merger Agreement, dated as of August 6, 2016, by and among Coca-Cola Enterprises, Inc., (CCE), Coca-Cola European Partners plc, a public limited company organized under the laws of England and Wales (f/k/a Spark Orange Limited) (Orange), Coca-Cola European Partners Holdings US, Inc. (f/k/a Orange U.S. HoldCo, LLC), a Delaware corporation wholly owned by Orange (US HoldCo), Coca-Cola European Partners US, LLC (f/k/a Orange MergeCo, LLC), a Delaware limited liability company wholly owned by US HoldCo (MergeCo), CCE merged with and into MergeCo (the Merger), with MergeCo continuing as the surviving company and an indirect wholly owned subsidiary of Orange. The Merger is part of the combination of CCE and the companies that own the Coca-Cola bottling operations in Germany, the Iberian Region and Iceland under Orange pursuant to the Master Agreement. In connection with the Merger, on May 28, 2016, John F. Brock has resigned as Chairman and Chief Executive Officer of CCE and from CCE's board of directors, as of the Effective Time, and Jan Bennink, Calvin Darden, L. Phillip Humann, Orrin H. Ingram II, Thomas H. Johnson, V ronique Morali, Andrea L. Saia, Garry Watts, Curtis R. Welling, and Phoebe A. Wood resigned from CCE's board of directors, as of the Effective Time. In addition, Damian P. Gammell, Laura Brightwell, Manik H. Jhangiani, Pamela O. Kimmet, Ronald J. Lewis, John Parker, Yahya Sezer and Suzanne D. Patterson, resigned as executive officers of CCE. As of the Effective Time, the members of the board of directors of MergeCo, as the surviving company of the Merger, became John Parker, Suzanne Forlidas and Joyce King-Lavinder.