Treehouse Foods, Inc. Enters into Amendment No. 5 to the Second Amended and Restated Credit Agreement

On August 10, 2022, TreeHouse Foods, Inc. (the 'Company'), entered into Amendment No. 5 (the ‘Amendment'), to the Second Amended and Restated Credit Agreement, dated as of December 1, 2017 (as amended, the ‘Credit Agreement), among the Company (the ‘Borrower'), the lenders from time to time party thereto, the L/C Issuers from time to time party thereto and Bank of America, N.A., as administrative agent, swing line lender and L/C issuer. Under the Amendment, among other things, the parties have agreed to: (i) amend the definition of ‘Consolidated EBITDA', (ii) allow the Borrower to make Investments pursuant to a credit facility in principal amount not to exceed $50,000,000 provided by the Borrower or any guarantors under the Credit Agreement to any Person that comprises or owns, directly or indirectly, any business unit disposed of by the Borrower or any such guarantors; and (iii) allow the Borrower to consummate the Transaction for consideration of at least 65% cash or cash equivalents.

The material terms and conditions under the Credit Agreement are otherwise substantially consistent with those contained in the Credit Agreement prior to the Amendment.