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DF > SEC Filings for DF > Form 8-K on 14-Mar-2013All Recent SEC Filings

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Form 8-K for DEAN FOODS CO


14-Mar-2013

Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligati


Item 1.01 Entry into a Material Definitive Agreement.

On March 8, 2013, certain subsidiaries of Dean Foods Company (the "Company") that are party to the Fifth Amended and Restated Receivables Purchase Agreement (the "Receivables Purchase Agreement") entered into Amendment No. 17 (the "Seventeenth Amendment") to the Receivables Purchase Agreement and Reaffirmation of Performance Undertaking pursuant to which the liquidity termination date was extended to March 6, 2015, 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 Seventeenth Amendment reduced the Purchase Limit from $600 million to $550 million to reflect the recent disposition by the Company of its Morningstar operations and the initial public offering by The WhiteWave Foods Company completed in 2012, and modified certain other terms.

The Seventeenth Amendment is by and among (1) Dairy Group Receivables, L.P. and Dairy Group Receivables II, L.P., as sellers, each of which is a subsidiary 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; (5) PNC Bank, National Association, as LC Bank; (6) the Company, as provider of certain performance undertakings on behalf of its subsidiaries; and (7) each of the Company's subsidiaries that are party to the Receivables Purchase Agreement, as servicers. The full text of the Seventeenth Amendment is attached as Exhibit 10.1 to this Current Report on Form 8-K, and this description is qualified in its entirety by reference thereto.



Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

The information set forth in Item 1.01 of this Current Report on Form 8-K is incorporated herein by reference.



Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

10.1    Amendment No. 17 to Fifth Amended and Restated Receivables Purchase
        Agreement and Reaffirmation of Performance Undertaking, dated March 8,
        2013


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