Item 1.01.
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Entry into a Material Definitive Agreement.
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Waiver and Consent No. 2 to Credit Agreement
On May 10, 2019, The Kraft Heinz Company (the Company), Kraft Heinz Foods Company (the Parent Borrower), certain lenders party
thereto (the Required Lenders) and JPMorgan Chase Bank, N.A., as administrative agent (the Agent), entered into a Waiver and Consent No. 2 (the Waiver) with respect to that certain Credit Agreement, dated as
of July 6, 2015 (as amended, supplemented or otherwise modified from time to time, the Credit Agreement). The Credit Agreement provides for a senior unsecured revolving credit facility, which matures on July 6, 2023. As of both
March 30, 2019 and May 10, 2019, there were no outstanding borrowings under the revolving credit facility.
Pursuant to the Waiver, the Required
Lenders and the Agent granted a
one-time
temporary waiver of compliance by the Company and the Parent Borrower with respect to the requirement to furnish the lenders (i) a copy of the consolidated
financial statements for the Companys fiscal year ended December 29, 2018 (the 2018 Annual Financial Statements) and (ii) a copy of the unaudited interim condensed consolidated balance sheet for the Companys quarter
ended March 30, 2019 and the Companys unaudited interim condensed consolidated statements of earnings and cash flows for the period commencing at the end of the previous fiscal year and ending with the end of such quarter (the 2019
Q1 Financial Statements), each as set forth in the Credit Agreement. Pursuant to the Waiver, the Company is required to provide the 2018 Annual Financial Statements to the lenders no later than June 28, 2019 and the 2019 Q1 Financial
Statements to the lenders no later than July 31, 2019.
The Waiver includes customary representations and does not limit, impair or constitute a
waiver of the rights and remedies of the lenders or the Agent, and except as expressly provided in the Waiver, does not amend or affect the terms of the Credit Agreement or the Waiver and Consent No. 1 to the Credit Agreement dated as of
March 22, 2019 among the Company, the Parent Borrower, certain lenders party thereto and the Agent.
The foregoing description of the Waiver is only
a summary of the material terms and does not purport to be complete, and is qualified in its entirety by reference to the Waiver, which is filed herewith as Exhibit 10.1, and is incorporated by reference herein.