KDP Keurig Dr Pepper Inc. - 8-K

Item 8.01 Other Events.

As previously disclosed, on March 26, 2026, Maple
Parent Holdings Corp. (“ Maple ”), a wholly-owned subsidiary of Keurig Dr Pepper Inc. (the “ Company ”
or “ KDP ”), completed private offerings of €3.0 billion aggregate principal amount of euro denominated notes and
$2.55 billion aggregate principal amount of USD denominated notes (collectively, the “ Maple Notes ”), which are guaranteed
by the Company and certain of its subsidiaries (the “ KDP Guarantors ”). In addition, on March 6, 2026, KDP entered into
an amendment to its Term Loan Agreement, dated as of December 18, 2025, which provides for a senior unsecured delayed draw term loan
facility in an aggregate amount not to exceed €10.35 billion (the “ Delayed Draw Term Loan Facility ”), pursuant
to which Maple became a co-borrower and agreed to be jointly and severally liable with KDP for all obligations thereunder. The net proceeds
of the Maple Notes and the borrowings under the Delayed Draw Term Loan Facility, together with other financing sources, were used to fund
the Company’s previously announced acquisition of all of the issued and outstanding ordinary shares of JDE Peet’s N.V., which
was completed on April 1, 2026.

On May 21, 2026, JDEP Coffee B.V., as successor
to JDE Peet’s N.V. (“ JDEP Coffee ”), agreed to fully and unconditionally guarantee, on a joint and several basis
with KDP and the KDP Guarantors, the obligations of Maple in respect of the Maple Notes and the Delayed Draw Term Loan Facility, and to
fully and unconditionally guarantee, on a joint and several basis with Maple and the KDP Guarantors, the obligations of KDP in respect
of its existing outstanding senior notes and revolving credit facility. JDEP Coffee’s guarantees of KDP’s obligations provide
that, in addition to the events specified in the applicable indentures and credit agreements governing such indebtedness, such guarantees
shall automatically terminate upon the previously announced separation of the Company’s coffee and beverage businesses (the “ Separation ”).

In addition, on May 21, 2026, Maple, KDP and
the KDP Guarantors agreed to fully and unconditionally guarantee, on a joint and several basis with each other, the obligations of JDEP
Coffee in respect of the €3.45 billion aggregate principal amount of its Floating Rate Notes due 2027, 0.625% Fixed Rate Notes due
2028, 0.500% Fixed Rate Notes due 2029, 4.125% Fixed Rate Notes due 2030, 1.125% Fixed Rate Notes due 2033 and 4.500% Fixed Rate Notes
due 2034 (collectively, the “ JDEP EUR Notes ”), and the $1.25 billion aggregate principal amount of its 1.375% Notes
due 2027 and 2.250% Notes due 2031 (collectively, the “ JDEP USD Notes ” and together with the JDEP EUR Notes, the “ JDEP
Notes ”). KDP and the KDP Guarantors’ guarantees of the JDEP Notes provide that, in addition to the events specified in
the applicable agreements governing such indebtedness, such guarantees shall automatically terminate upon the Separation.