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DF > SEC Filings for DF > Form 8-K on 3-Apr-2009All Recent SEC Filings

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Form 8-K for DEAN FOODS CO


3-Apr-2009

Entry into a Material Definitive Agreement, Financial Statements and Exhibits


Item 1.01 Entry into a Material Definitive Agreement.

On March 30, 2009, certain subsidiaries of Dean Foods Company (the "Company") that are party to the Fifth Amended and Restated Receivables Purchase Agreement and Limited Waiver (the "Receivables Purchase Agreement") entered into Amendment Number 7 (the "Seventh Amendment") to the Receivables Purchase Agreement pursuant to which the liquidity termination date was extended by 364 days to March 29, 2010, which date may be extended by mutual consent of the parties for an additional 364 days pursuant to the terms of the Receivables Purchase Agreement. In addition, the Seventh Amendment contains certain conforming changes in connection with the assignment by JPMorgan Chase Bank, N.A., JS Siloed Trust, Cooperatieve Centrale Raiffeisen - Boerenleenbank B.A. and Nieuw Amsterdam Receivables Corporation of a portion of their respective rights and obligations under the Receivables Purchase Agreement and related documents to SunTrust Bank and Three Pillars Funding LLC. The Seventh Amendment is by and among (1) Dairy Group Receivables, L.P., Dairy Group Receivables II, L.P. and WhiteWave Receivables, L.P., all of which are subsidiaries of the Company,
(2) the financial institutions that are party to the Receivables Purchase Agreement, (3) the companies that are party to the Receivables Purchase Agreement, (4) JPMorgan Chase Bank, N.A., as agent, and (5) the Company, as provider of certain performance undertakings on behalf of its subsidiaries. The Third Amendment is attached as Exhibit 10.1 to this Current Report on form 8-K and the description above is qualified entirely by reference to the full text of Exhibit 10.1.



Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

10.1   Amendment No. 7 to Fifth Amended and Restated Receivables Purchase
       Agreement and Reaffirmation of Performance Undertaking, dated March 30,
       2009.


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