WWAV / The WhiteWave Foods Co. - Документы SEC, Годовой отчет, Доверенное заявление

Компания WhiteWave Foods.
US ˙ NYSE
ЭТОТ СИМВОЛ БОЛЬШЕ НЕ АКТИВЕН

Основная статистика
CIK 1555365
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to The WhiteWave Foods Co.
SEC Filings (Chronological Order)
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April 24, 2017 15-12B

WhiteWave Foods FORM 15-12B

Form 15-12B UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-35708 THE WHITEWAVE FOODS COMPANY (Exact name of registrant

April 12, 2017 S-8 POS

WhiteWave Foods S-8 POS

S-8 POS As filed with the U.S. Securities and Exchange Commission on April 12, 2017 Registration Statement File No. 333-204332 Registration Statement File No. 333-184642 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 POST-EFFECTIVE AMENDMENT NO. 1 (No. 333-204332) POST-EFFECTIVE AMENDMENT NO. 1 (No. 333-184642) to Form S-8 Registration Statement UNDER THE SECURITIES ACT OF 1

April 12, 2017 S-8 POS

WhiteWave Foods S-8 POS

S-8 POS As filed with the U.S. Securities and Exchange Commission on April 12, 2017 Registration Statement File No. 333-204332 Registration Statement File No. 333-184642 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 POST-EFFECTIVE AMENDMENT NO. 1 (No. 333-204332) POST-EFFECTIVE AMENDMENT NO. 1 (No. 333-184642) to Form S-8 Registration Statement UNDER THE SECURITIES ACT OF 1

April 12, 2017 EX-3.2

AMENDED AND RESTATED BY-LAWS THE WHITEWAVE FOODS COMPANY as amended on April 12, 2017 TABLE OF CONTENTS ARTICLE I OFFICES SECTION 1. REGISTERED OFFICE 1 SECTION 2. OTHER OFFICES 1 ARTICLE II MEETINGS OF STOCKHOLDERS SECTION 1. ANNUAL MEETINGS 1 SECTI

EX-3.2 3 d370788dex32.htm EX-3.2 Exhibit 3.2 AMENDED AND RESTATED BY-LAWS of THE WHITEWAVE FOODS COMPANY as amended on April 12, 2017 TABLE OF CONTENTS ARTICLE I OFFICES SECTION 1. REGISTERED OFFICE 1 SECTION 2. OTHER OFFICES 1 ARTICLE II MEETINGS OF STOCKHOLDERS SECTION 1. ANNUAL MEETINGS 1 SECTION 2. SPECIAL MEETINGS 1 SECTION 3. VOTING 1 SECTION 4. QUORUM 2 SECTION 5. NOTICE OF MEETINGS 2 SECTI

April 12, 2017 8-K

WhiteWave Foods 8-K (Current Report/Significant Event)

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): April 12, 2017 The WhiteWave Foods Company (Exact name of registrant as specified in its charter) Delaware 001-35708 46-0631061 (State or other jurisdiction of incorporation) (Com

April 12, 2017 EX-4.1

FIFTH SUPPLEMENTAL INDENTURE

EX-4.1 Exhibit 4.1 FIFTH SUPPLEMENTAL INDENTURE Fifth Supplemental Indenture, dated as of April 12, 2017 (this “Supplemental Indenture”), among The WhiteWave Foods Company, a Delaware corporation (the “Company”), Danone S.A., a société anonyme organized under the laws of France (“Danone”), and Wells Fargo Bank, National Association, as trustee hereunder (the “Trustee”). W I T N E S S E T H : WHERE

April 12, 2017 EX-3.1

CERTIFICATE OF INCORPORATION THE WHITEWAVE FOODS COMPANY ARTICLE I

EX-3.1 Exhibit 3.1 CERTIFICATE OF INCORPORATION of THE WHITEWAVE FOODS COMPANY ARTICLE I The name of the corporation is The WhiteWave Foods Company (the ?Corporation?). ARTICLE II The address, including street, number, city, and county, of the registered office of the Corporation in the State of Delaware is the Corporation Trust Center, 1209 Orange Street, City of Wilmington, County of New Castle,

April 12, 2017 POSASR

As filed with the U.S. Securities and Exchange Commission on April 12, 2017

POSASR As filed with the U.S. Securities and Exchange Commission on April 12, 2017 Registration Statement File No. 333-198680 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 POST-EFFECTIVE AMENDMENT NO. 2 to Form S-3 Registration Statement No. 333-198680 UNDER THE SECURITIES ACT OF 1933 The WhiteWave Foods Company (Exact name of registrant as specified in its charter) Delawar

April 12, 2017 EX-99.25

EX-99.25

EX-99.25 2 ruleprovisionnotice.htm NOTIFICATION OF THE REMOVAL FROM LISTING AND REGISTRATION OF THE STATED SECURITIES The New York Stock Exchange hereby notifies the SEC of its intention to remove the entire class of the stated securities from listing and registration on the Exchange at the opening of business on April 24, 2017, pursuant to the provisions of Rule 12d2-2 (a). [ X ] 17 CFR 240.12d2-

April 6, 2017 EX-99

WHITEWAVE ANNOUNCES COURT ORDER ALLOWING FOR COMPLETION OF MERGER WITH DANONE Merger expected to be completed within five business days

EX-99 WHITEWAVE ANNOUNCES COURT ORDER ALLOWING FOR COMPLETION OF MERGER WITH DANONE Merger expected to be completed within five business days DENVER, Colo.

April 6, 2017 8-K

WhiteWave Foods LIVE FILING (Current Report/Significant Event)

The WhiteWave Foods Company (Form: 8-K) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.

April 3, 2017 EX-99

WHITEWAVE ANNOUNCES MAJOR MILESTONE TOWARDS COMPLETION OF MERGER WITH DANONE Agreement in principle reached with United States Department of Justice Merger expected to be completed soon

EX-99 2 exhibit1.htm EX-99 WHITEWAVE ANNOUNCES MAJOR MILESTONE TOWARDS COMPLETION OF MERGER WITH DANONE Agreement in principle reached with United States Department of Justice Merger expected to be completed soon DENVER, Colo. – March 31, 2017 – The WhiteWave Foods Company (NYSE: WWAV) (“WhiteWave”) and Danone S.A. (“Danone”) have achieved a major milestone towards the completion of the planned me

April 3, 2017 8-K

Financial Statements and Exhibits, Other Events

8-K 1 htm54755.htm LIVE FILING UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): March 31, 2017 The WhiteWave Foods Company (Exact name of registrant as specified in its charter) Delaware 001-35708 46-0631061 (State or other jurisdic

March 28, 2017 10-K/A

Annual Report - FORM 10-K/A

Form 10-K/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K/A (Amendment No. 1) (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For The Fiscal Year Ended December 31, 2016 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission File

February 24, 2017 EX-4.5

Fourth Supplemental Indenture Dated as of November 21, 2016

Exhibit 4.5 Fourth Supplemental Indenture Dated as of November 21, 2016 FOURTH SUPPLEMENTAL INDENTURE (this "Supplemental Indenture"), dated as of November 21, 2016, between The WhiteWave Foods Company, a Delaware corporation (the "Company"), and Wells Fargo Bank, National Association, a national banking association, as trustee (the "Trustee"). W I T N E S S E T H: WHEREAS, the Company has heretof

February 24, 2017 10-K

Annual Report - 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For The Fiscal Year Ended December 31, 2016 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission File Number 001-357

February 24, 2017 EX-4.3

Second Supplemental Indenture Dated as of January 23, 2015

Exhibit 4.3 Second Supplemental Indenture Dated as of January 23, 2015 SECOND SUPPLEMENTAL INDENTURE (this "Supplemental Indenture"), dated as of January 23, 2015, among Turtle Mountain, LLC, a Delaware limited liability company (the "Guaranteeing Subsidiary"), The WhiteWave Foods Company, a Delaware corporation (the "Company"), and Wells Fargo Bank, National Association, a national banking associ

February 24, 2017 EX-21

WhiteWave International Management, LLC 1 WhiteWave International Management, LLC Delaware Horizon Organic International Holding Company 100 WhiteWave Mexico Holdings II, LLC Delaware WhiteWave Americas S.a.r.l. 100 WhiteWave Mexico Holdings III S.a.

The WhiteWave Foods Company Exhibit 21 Subsidiaries - December 2016 Entity Name Domestic Jurisdiction Owner Name Percent Owned Alpro (UK) Limited United Kingdom Alpro European Holdings, Sarl 100 Alpro Comm.

February 24, 2017 EX-4.4

Third Supplemental Indenture Dated as of October 16, 2015

Exhibit 4.4 Third Supplemental Indenture Dated as of October 16, 2015 THIRD SUPPLEMENTAL INDENTURE (this "Supplemental Indenture"), dated as of October 16, 2015, among Vega US, LLC, a Delaware limited liability company (the "Guaranteeing Subsidiary"), The WhiteWave Foods Company, a Delaware corporation (the "Company"), and Wells Fargo Bank, National Association, a national banking association, as

February 16, 2017 EX-99.1

WHITEWAVE FOODS REPORTS FOURTH QUARTER AND FULL YEAR 2016 RESULTS

Exhibit Exhibit 99.1 WHITEWAVE FOODS REPORTS FOURTH QUARTER AND FULL YEAR 2016 RESULTS • Reported Net Sales Increased 3% & Adjusted Constant Currency Net Sales Increased 4% in Q4 2016 • Reported Net Sales & Adjusted Constant Currency Net Sales Both Increased 9% in Full Year 2016 • Reported Diluted Earnings Per Share Increased 30% to $0.34 in Q4 2016; Adjusted Constant Currency Diluted Earnings per

February 16, 2017 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): February 16, 2017 The WhiteWave Foods Company (Exact name of registrant as specified in its charter) Delaware 001-35708 46-0631061 (State or other jurisdiction of incorporati

February 10, 2017 SC 13G/A

WWAV / The WhiteWave Foods Co. / VANGUARD GROUP INC Passive Investment

whitewavefoodscothe.htm - Generated by SEC Publisher for SEC Filing SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 3 )* Name of issuer: WhiteWave Foods Co/The Title of Class of Securities: Common Stock CUSIP Number: 966244105 Date of Event Which Requires Filing of this Statement: December 31, 2016 Check the appropria

January 6, 2017 8-K

Other Events

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of the earliest event reported): January 6, 2017 The WhiteWave Foods Company (Exact name of registrant as specified in its charter) Delaware 001-35708 46-0631061 (State or other jurisdiction of incorpora

November 9, 2016 10-Q

WWAV / The WhiteWave Foods Co. 10-Q - Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) ý Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Quarterly Period Ended September 30, 2016 or ¨ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Transition Period from to Commission File Number 001-35708 The Wh

November 9, 2016 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): November 9, 2016 The WhiteWave Foods Company (Exact name of registrant as specified in its charter) Delaware 001-35708 46-0631061 (State or other jurisdiction of incorporatio

November 9, 2016 EX-99.1

WHITEWAVE FOODS REPORTS STRONG THIRD QUARTER 2016 RESULTS

EX-99.1 2 ex-991q32016earningsrelease.htm EXHIBIT 99.1 Exhibit 99.1 WHITEWAVE FOODS REPORTS STRONG THIRD QUARTER 2016 RESULTS • Reported Net Sales Increased 5% & Constant Currency Net Sales Increased 6% • Reported Operating Income Increased 17%; Adjusted Constant Currency Operating Income Increased 19% Behind Continued Margin Expansion • Reported Diluted Earnings Per Share Increased 15% to $0.32;

October 4, 2016 8-K

Financial Statements and Exhibits, Other Events, Submission of Matters to a Vote of Security Holders

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of the earliest event reported): October 4, 2016 The WhiteWave Foods Company (Exact name of registrant as specified in its charter) Delaware 001-35708 46-0631061 (State or other jurisdiction of incorporation

October 4, 2016 EX-99.1

WhiteWave Stockholders Approve Merger with Danone

EX-99.1 Exhibit 99.1 WhiteWave Stockholders Approve Merger with Danone DENVER, Colo. ? October 4, 2016 ? The WhiteWave Foods Company (NYSE: WWAV) (?WhiteWave?), a leading consumer packaged food and beverage company in North America and Europe, announced that during a special stockholder meeting today the stockholders of the company approved the merger agreement under which Danone S.A. (?Danone?) w

September 23, 2016 8-K

Other Events

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of the earliest event reported): September 23, 2016 The WhiteWave Foods Company (Exact name of registrant as specified in its charter) Delaware 001-35708 46-0631061 (State or other jurisdiction of incorp

September 23, 2016 DEFA14A

WhiteWave Foods DEFA14A

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive Pro

September 9, 2016 8-K

Other Events

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of the earliest event reported): September 8, 2016 The WhiteWave Foods Company (Exact name of registrant as specified in its charter) Delaware 001-35708 46-0631061 (State or other jurisdiction of incorpo

September 9, 2016 DEFA14A

WhiteWave Foods DEFA14A

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive Pro

August 30, 2016 DEFM14A

WhiteWave Foods DEFM 14A

DEFM14A 1 d214956ddefm14a.htm DEFM 14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (a

August 15, 2016 EX-99.1

[The WhiteWave Foods Company Logo] WhiteWave Schedules October 4, 2016 Special Meeting for Vote on Merger Agreement with Danone Stockholders of Record on August 25, 2016 Entitled to Vote at Special Meeting

EX-99.1 2 exhibit1.htm EX-99.1 [The WhiteWave Foods Company Logo] WhiteWave Schedules October 4, 2016 Special Meeting for Vote on Merger Agreement with Danone Stockholders of Record on August 25, 2016 Entitled to Vote at Special Meeting DENVER, Colo. — August 15, 2016 — The WhiteWave Foods Company (NYSE: WWAV) today announced that it has established a special meeting date of October 4, 2016, for i

August 15, 2016 EX-99.1

[The WhiteWave Foods Company Logo] WhiteWave Schedules October 4, 2016 Special Meeting for Vote on Merger Agreement with Danone Stockholders of Record on August 25, 2016 Entitled to Vote at Special Meeting

EX-99.1 [The WhiteWave Foods Company Logo] WhiteWave Schedules October 4, 2016 Special Meeting for Vote on Merger Agreement with Danone Stockholders of Record on August 25, 2016 Entitled to Vote at Special Meeting DENVER, Colo. ? August 15, 2016 ? The WhiteWave Foods Company (NYSE: WWAV) today announced that it has established a special meeting date of October 4, 2016, for its stockholders to, amo

August 15, 2016 DEFA14A

WhiteWave Foods LIVE FILING

The WhiteWave Foods Company (Form: 8-K) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.

August 15, 2016 8-K

Financial Statements and Exhibits, Other Events

The WhiteWave Foods Company (Form: 8-K) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.

August 15, 2016 8-K

Financial Statements and Exhibits, Other Events

The WhiteWave Foods Company (Form: 8-K) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.

August 15, 2016 EX-99.1

[The WhiteWave Foods Company Logo] WhiteWave Schedules October 4, 2016 Special Meeting for Vote on Merger Agreement with Danone Stockholders of Record on August 25, 2016 Entitled to Vote at Special Meeting

EX-99.1 2 exhibit1.htm EX-99.1 [The WhiteWave Foods Company Logo] WhiteWave Schedules October 4, 2016 Special Meeting for Vote on Merger Agreement with Danone Stockholders of Record on August 25, 2016 Entitled to Vote at Special Meeting DENVER, Colo. — August 15, 2016 — The WhiteWave Foods Company (NYSE: WWAV) today announced that it has established a special meeting date of October 4, 2016, for i

August 15, 2016 EX-99.1

[The WhiteWave Foods Company Logo] WhiteWave Schedules October 4, 2016 Special Meeting for Vote on Merger Agreement with Danone Stockholders of Record on August 25, 2016 Entitled to Vote at Special Meeting

EX-99.1 [The WhiteWave Foods Company Logo] WhiteWave Schedules October 4, 2016 Special Meeting for Vote on Merger Agreement with Danone Stockholders of Record on August 25, 2016 Entitled to Vote at Special Meeting DENVER, Colo. ? August 15, 2016 ? The WhiteWave Foods Company (NYSE: WWAV) today announced that it has established a special meeting date of October 4, 2016, for its stockholders to, amo

August 15, 2016 DEFA14A

WhiteWave Foods LIVE FILING

The WhiteWave Foods Company (Form: 8-K) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.

August 9, 2016 10-Q

WWAV / The WhiteWave Foods Co. 10-Q - Quarterly Report - WWAV-20160630X10Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) ý Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Quarterly Period Ended June 30, 2016 or ¨ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Transition Period from to Commission File Number 001-35708 The WhiteWa

August 9, 2016 EX-10.1

THE WHITEWAVE FOODS COMPANY 2016 SHORT-TERM INCENTIVE COMPENSATION PLAN (the “Plan”) CORPORATE LEADERSHIP AND FUNCTIONS Purpose: To (i) align employee variable cash compensation with the annual objectives of the company, (ii) motivate employees to cr

EX-10.1 2 wwav-20160630xex101.htm EXHIBIT 10.1 Exhibit 10.1 THE WHITEWAVE FOODS COMPANY 2016 SHORT-TERM INCENTIVE COMPENSATION PLAN (the “Plan”) CORPORATE LEADERSHIP AND FUNCTIONS Purpose: To (i) align employee variable cash compensation with the annual objectives of the company, (ii) motivate employees to create sustained shareholder value, and (iii) ensure retention of key employees by ensuring

August 9, 2016 EX-10.3

THE WHITEWAVE FOODS COMPANY 2016 SHORT-TERM INCENTIVE COMPENSATION PLAN (the “Plan”) EUROPE FOODS & BEVERAGES Purpose: To (i) align employee variable cash compensation with the annual objectives of the company, (ii) motivate employees to create susta

EX-10.3 4 wwav-20160630xex103.htm EXHIBIT 10.3 Exhibit 10.3 THE WHITEWAVE FOODS COMPANY 2016 SHORT-TERM INCENTIVE COMPENSATION PLAN (the “Plan”) EUROPE FOODS & BEVERAGES Purpose: To (i) align employee variable cash compensation with the annual objectives of the company, (ii) motivate employees to create sustained shareholder value, and (iii) ensure retention of key employees by ensuring that cash

August 9, 2016 EX-99.1

WHITEWAVE FOODS REPORTS STRONG SECOND QUARTER 2016 RESULTS

EX-99.1 2 ex-991q22016earningsrelease.htm EXHIBIT 99.1 Exhibit 99.1 WHITEWAVE FOODS REPORTS STRONG SECOND QUARTER 2016 RESULTS • Reported and Constant Currency Net Sales Increased 14% • Reported Operating Income Increased 31%; Adjusted Constant Currency Operating Income Increased 26% Behind Further Operating Margin Expansion • Reported Diluted Earnings Per Share Increased 38% to $0.29; Adjusted Di

August 9, 2016 EX-10.2

THE WHITEWAVE FOODS COMPANY 2016 SHORT-TERM INCENTIVE COMPENSATION PLAN (the “Plan”) AMERICAS FOODS & BEVERAGES Purpose: To (i) align employee variable cash compensation with the annual objectives of the company, (ii) motivate employees to create sus

EX-10.2 3 wwav-20160630xex102.htm EXHIBIT 10.2 Exhibit 10.2 THE WHITEWAVE FOODS COMPANY 2016 SHORT-TERM INCENTIVE COMPENSATION PLAN (the “Plan”) AMERICAS FOODS & BEVERAGES Purpose: To (i) align employee variable cash compensation with the annual objectives of the company, (ii) motivate employees to create sustained shareholder value, and (iii) ensure retention of key employees by ensuring that cas

August 9, 2016 EX-10.4

August 5, 2016

EX-10.4 5 wwav-20160630xex104.htm EXHIBIT 10.4 August 5, 2016 By Hand Delivery Kelly Haecker c/o The WhiteWave Foods Company 1225 Seventeenth Street, Suite 1000 Denver, CO 80202 Dear Kelly: This letter serves to amend your Change in Control Agreement dated as of May 1, 2013 (the “Agreement”) with The WhiteWave Foods Company (the “Company”). Upon a Change in Control (as defined in the Agreement) th

August 9, 2016 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): August 9, 2016 The WhiteWave Foods Company (Exact name of registrant as specified in its charter) Delaware 001-35708 46-0631061 (State or other jurisdiction of incorporation)

July 29, 2016 PREM14A

WhiteWave Foods PREM14A

PREM14A 1 d214956dprem14a.htm PREM14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Preliminary Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: x Preliminary Proxy Statement ¨ Confidential, for Use of the Commiss

July 7, 2016 DEFA14A

WhiteWave Foods FORM 8-K

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): July 7, 2016 The WhiteWave Foods Company (Exact name of registrant as specified in its charter) Delaware 001-35708 46-0631061 (State or other jurisdiction of incorporation) (

July 7, 2016 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events

8-K 1 d220423d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): July 7, 2016 The WhiteWave Foods Company (Exact name of registrant as specified in its charter) Delaware 001-35708 46-0631061 (State or other jurisdictio

July 7, 2016 EX-2.1

AGREEMENT AND PLAN OF MERGER by and among THE WHITEWAVE FOODS COMPANY, DANONE S.A., JULY MERGER SUB INC. Dated as of July 6, 2016 TABLE OF CONTENTS Page Article I DEFINITIONS Section 1.1 Certain Specified Definitions 5 Section 1.2 Terms Defined Elsew

EX-2.1 2 d220423dex21.htm EX-2.1 Exhibit 2.1 Execution Version AGREEMENT AND PLAN OF MERGER by and among THE WHITEWAVE FOODS COMPANY, DANONE S.A., and JULY MERGER SUB INC. Dated as of July 6, 2016 TABLE OF CONTENTS Page Article I DEFINITIONS Section 1.1 Certain Specified Definitions 5 Section 1.2 Terms Defined Elsewhere 13 Article II THE MERGER Section 2.1 The Merger 14 Section 2.2 Closing 15 Sect

July 7, 2016 EX-99.1

Danone to Acquire WhiteWave, a USD 4 bn sales Global Leader in Organic Foods, Plant-based Milks and related products Transaction price $56.25 per share in cash

EX-99.1 Exhibit 99.1 Press release ? July 7, 2016 Danone to Acquire WhiteWave, a USD 4 bn sales Global Leader in Organic Foods, Plant-based Milks and related products Transaction price $56.25 per share in cash ? A perfect match of vision, culture and businesses ? Creates a truly unique global leader strongly aligned with consumer trends for healthier and more sustainable eating and drinking option

July 7, 2016 EX-99.2

July 7, 2016

EX-99.2 4 d220423dex992.htm EX-99.2 Exhibit 99.2 July 7, 2016 TO: Everyone at WhiteWave FR: Gregg RE: Next Chapter for WhiteWave I am pleased to announce we are taking another exciting step in our journey to change the way the world eats for the better. Earlier today, we announced that we entered into a definitive merger agreement with Danone, under which Danone will acquire WhiteWave in an all-ca

July 7, 2016 EX-99.2

July 7, 2016

EX-99.2 4 d220423dex992.htm EX-99.2 Exhibit 99.2 July 7, 2016 TO: Everyone at WhiteWave FR: Gregg RE: Next Chapter for WhiteWave I am pleased to announce we are taking another exciting step in our journey to change the way the world eats for the better. Earlier today, we announced that we entered into a definitive merger agreement with Danone, under which Danone will acquire WhiteWave in an all-ca

July 7, 2016 EX-2.1

AGREEMENT AND PLAN OF MERGER by and among THE WHITEWAVE FOODS COMPANY, DANONE S.A., JULY MERGER SUB INC. Dated as of July 6, 2016 TABLE OF CONTENTS Page Article I DEFINITIONS Section 1.1 Certain Specified Definitions 5 Section 1.2 Terms Defined Elsew

EX-2.1 2 d220423dex21.htm EX-2.1 Exhibit 2.1 Execution Version AGREEMENT AND PLAN OF MERGER by and among THE WHITEWAVE FOODS COMPANY, DANONE S.A., and JULY MERGER SUB INC. Dated as of July 6, 2016 TABLE OF CONTENTS Page Article I DEFINITIONS Section 1.1 Certain Specified Definitions 5 Section 1.2 Terms Defined Elsewhere 13 Article II THE MERGER Section 2.1 The Merger 14 Section 2.2 Closing 15 Sect

July 7, 2016 EX-99.1

Danone to Acquire WhiteWave, a USD 4 bn sales Global Leader in Organic Foods, Plant-based Milks and related products Transaction price $56.25 per share in cash

EX-99.1 Exhibit 99.1 Press release ? July 7, 2016 Danone to Acquire WhiteWave, a USD 4 bn sales Global Leader in Organic Foods, Plant-based Milks and related products Transaction price $56.25 per share in cash ? A perfect match of vision, culture and businesses ? Creates a truly unique global leader strongly aligned with consumer trends for healthier and more sustainable eating and drinking option

May 17, 2016 8-K

WhiteWave Foods LIVE FILING (Current Report/Significant Event)

The WhiteWave Foods Company (Form: 8-K) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.

May 10, 2016 10-Q

WWAV / The WhiteWave Foods Co. 10-Q - Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) ý Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Quarterly Period Ended March 31, 2016 or ¨ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Transition Period from to Commission File Number 001-35708 The WhiteW

May 10, 2016 EX-99.1

WHITEWAVE FOODS REPORTS RECORD FIRST QUARTER 2016 RESULTS AND INCREASES FULL YEAR 2016 OUTLOOK

EX-99.1 2 ex-991q12016earningsrelease.htm EXHIBIT 99.1 Exhibit 99.1 WHITEWAVE FOODS REPORTS RECORD FIRST QUARTER 2016 RESULTS AND INCREASES FULL YEAR 2016 OUTLOOK • Total Net Sales Increased 14% and Constant Currency Net Sales Increased 15% in Q1 • Organic Constant Currency Net Sales Increased 8% in Q1 • Adjusted Total Operating Income Increased 21% in Q1, Reflecting Continued Operating Margin Exp

May 10, 2016 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): May 10, 2016 The WhiteWave Foods Company (Exact name of registrant as specified in its charter) Delaware 001-35708 46-0631061 (State or other jurisdiction of incorporation) (Commissio

April 6, 2016 DEFA14A

WhiteWave Foods DEFA14A

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))

March 30, 2016 DEFA14A

WhiteWave Foods DEFA14A

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))

March 30, 2016 DEF 14A

WhiteWave Foods DEF 14A

DEF 14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

February 29, 2016 EX-10.23

THE WHITEWAVE FOODS COMPANY 2016 NON-QUALIFIED STOCK OPTION AGREEMENT NON-EMPLOYEE DIRECTOR

Exhibit 10.23 THE WHITEWAVE FOODS COMPANY 2016 NON-QUALIFIED STOCK OPTION AGREEMENT NON-EMPLOYEE DIRECTOR THIS AWARD AGREEMENT (the “Agreement”), effective as of the date indicated on the attached Notice of Grant, is made and entered into by and between The WhiteWave Foods Company, a Delaware corporation (the “Company”), and the individual named on the cover page of this Agreement (“you”). WITNESS

February 29, 2016 EX-3.1

SECOND RESTATED CERTIFICATE OF INCORPORATION THE WHITEWAVE FOODS COMPANY

Exhibit 3.1 SECOND RESTATED CERTIFICATE OF INCORPORATION OF THE WHITEWAVE FOODS COMPANY The WhiteWave Foods Company, a corporation organized and existing under the General Corporation Law of the State of Delaware does hereby certify: FIRST: The name of the corporation is The WhiteWave Foods Company (the “Corporation”). SECOND: The original certificate of incorporation was filed with the Secretary

February 29, 2016 EX-10.25

The WhiteWave Foods Company Director Compensation Policy (effective January 1, 2016)

Exhibit 10.25 The WhiteWave Foods Company Director Compensation Policy (effective January 1, 2016) The WhiteWave Foods Company (“WhiteWave”) provides the compensation described below to its non-employee directors. WhiteWave’s directors who are full-time employees of WhiteWave receive no additional compensation for service as a WhiteWave director. Cash and Equity Retainers Annual Retainer: • $100,0

February 29, 2016 EX-10.24

THE WHITEWAVE FOODS COMPANY 2016 RESTRICTED STOCK UNIT (“RSU”) AWARD AGREEMENT NON-EMPLOYEE DIRECTOR

Exhibit 10.24 THE WHITEWAVE FOODS COMPANY 2016 RESTRICTED STOCK UNIT (“RSU”) AWARD AGREEMENT NON-EMPLOYEE DIRECTOR THIS AWARD AGREEMENT (this “Agreement”), effective as of the date indicated on the Notice of Grant delivered herewith (the “Notice of Grant”), is made and entered into by and between The WhiteWave Foods Company, a Delaware corporation (the “Company”), and the individual named on the N

February 29, 2016 10-K

WWAV / The WhiteWave Foods Co. 10-K - Annual Report - 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For The Fiscal Year Ended December 31, 2015 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission File Number 001-357

February 29, 2016 EX-21

WhiteWave Mexico Holdings I, LLC Delaware Horizon Organic International Holding Company 100 % WhiteWave Mexico Holdings II, LLC Delaware Horizon Organic International Holding Company 100 % WhiteWave Mexico Holdings III, LLC Delaware Horizon Organic I

The WhiteWave Foods Company Exhibit 21 Subsidiaries as of December 31, 2015 Entity Name Domestic Jurisdiction Owner Name Percent Owned Alpro (UK) Limited United Kingdom Alpro European Holdings, Sarl 100 % Alpro Comm.

February 11, 2016 EX-99.1

WHITEWAVE FOODS REPORTS RECORD FOURTH QUARTER AND FULL YEAR 2015 RESULTS EXPECTS CONTINUED STRONG GROWTH IN 2016

EX-99.1 2 ex-991q42015earningsrelease.htm EXHIBIT 99.1 Exhibit 99.1 WHITEWAVE FOODS REPORTS RECORD FOURTH QUARTER AND FULL YEAR 2015 RESULTS EXPECTS CONTINUED STRONG GROWTH IN 2016 • Total Net Sales Increased 13% and Adjusted Constant Currency Net Sales Increased 15% in both Q4 and Full Year 2015 • Adjusted Organic Constant Currency Net Sales Increased 9.5% in Full Year 2015 • Adjusted Total Opera

February 11, 2016 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): February 11, 2016 The WhiteWave Foods Company (Exact name of registrant as specified in its charter) Delaware 001-35708 46-0631061 (State or other jurisdiction of incorporation) (

February 11, 2016 SC 13G/A

WWAV / The WhiteWave Foods Co. / VANGUARD GROUP INC Passive Investment

whitewavefoodsco.htm - Generated by SEC Publisher for SEC Filing SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 2 )* Name of issuer: WhiteWave Foods Co/The Title of Class of Securities: Common Stock CUSIP Number: 966244105 Date of Event Which Requires Filing of this Statement: December 31, 2015 Check the appropriate

February 10, 2016 SC 13G/A

WWAV / The WhiteWave Foods Co. / PRICE T ROWE ASSOCIATES INC /MD/ - WWAV AS OF 12/31/2015 Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 4) WHITEWAVE FOODS CO-A (Name of Issuer) COMMON STOCK (Title of Class of Securities) 966244105 (CUSIP Number) December 31, 2015 (Date of Event which Requires Filing of Statement) Check the appropriate box to designate the Rule pursuant to which this Schedule

January 15, 2016 EX-99

WHITEWAVE FOODS APPOINTS ANTHONY J. MAGRO TO BOARD OF DIRECTORS

EX-99 WHITEWAVE FOODS APPOINTS ANTHONY J. MAGRO TO BOARD OF DIRECTORS DENVER, Colo. ? January 15, 2016 ? The WhiteWave Foods Company (NYSE:WWAV) today announced that it has appointed Anthony (Tony) J. Magro to its Board of Directors. Magro brings decades of leadership experience in the investment and corporate advisory services industry to WhiteWave?s Board of Directors. Magro is a Senior Advisor

January 15, 2016 8-K

WhiteWave Foods LIVE FILING (Current Report/Significant Event)

The WhiteWave Foods Company (Form: 8-K) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.

November 16, 2015 EX-99

WhiteWave Foods Announces Leadership Appointments

EX-99 WhiteWave Foods Announces Leadership Appointments ? Blaine McPeak promoted to newly created position of Chief Operating Officer, effective December 1, 2015 ? Kevin Yost promoted to U.

November 16, 2015 8-K

WhiteWave Foods LIVE FILING (Current Report/Significant Event)

The WhiteWave Foods Company (Form: 8-K) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.

November 9, 2015 EX-10.1

FOURTH AMENDMENT TO CREDIT AGREEMENT

Exhibit FOURTH AMENDMENT TO CREDIT AGREEMENT THIS FOURTH AMENDMENT TO CREDIT AGREEMENT (this ? Amendment ?) is dated as of November 6, 2015 and is executed and delivered by and among THE WHITEWAVE FOODS COMPANY, a Delaware corporation (the ? Company ?), WHITEWAVE INTERNATIONAL HOLDINGS S.

November 9, 2015 EX-10.2

AMENDMENT TO EMPLOYMENT AGREEMENT

EXHIBIT 10.2 Form of Amendment to Employment Agreement for the following executive officers: Kelly J. Haecker, Blaine E. McPeak, Edward F. Fugger, Roger E. Theodoredis and Thomas N. Zanetich AMENDMENT TO EMPLOYMENT AGREEMENT THIS AMENDMENT TO EMPLOYMENT AGREEMENT (this “Amendment”) is entered into and effective as of August 27, 2015 (the “Effective Date”), by and between Dean Foods Company, a Dela

November 9, 2015 EX-99.1

WHITEWAVE FOODS REPORTS RECORD THIRD QUARTER 2015 RESULTS REPORTS FIRST $1 BILLION NET SALES QUARTER INCREASES GROWTH & EARNINGS EXPECTATIONS FOR 2015

Exhibit Exhibit 99.1 WHITEWAVE FOODS REPORTS RECORD THIRD QUARTER 2015 RESULTS REPORTS FIRST $1 BILLION NET SALES QUARTER INCREASES GROWTH & EARNINGS EXPECTATIONS FOR 2015 ? Total Net Sales Increased 17%; Adjusted Constant Currency Net Sales Increased 20% ? Adjusted Organic Constant Currency Net Sales Increased 11% ? Adjusted Total Operating Income Increased 25%, Reflecting Continued Operating Mar

November 9, 2015 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): November 9, 2015 The WhiteWave Foods Company (Exact name of registrant as specified in its charter) Delaware 001-35708 46-0631061 (State or other jurisdiction of incorporation) (C

November 9, 2015 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q

10-Q 1 wwav-20150930x10q.htm 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) ý Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Quarterly Period Ended September 30, 2015 or ¨ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Transition Period from to Commi

November 9, 2015 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

8-K 1 a119158-kcoverpage.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): November 6, 2015 The WhiteWave Foods Company (Exact name of registrant as specified in its charter) Delaware 001-35708 46-0631061 (State or other juri

November 9, 2015 EX-10.1

AMENDMENT TO EMPLOYMENT AGREEMENT

EXHIBIT 10.1 AMENDMENT TO EMPLOYMENT AGREEMENT THIS AMENDMENT TO EMPLOYMENT AGREEMENT (this “Amendment”) is entered into and effective as of August 27, 2015 (the “Effective Date”), by and between Dean Foods Company, a Delaware corporation (“Dean Foods”), The WhiteWave Foods Company, a Delaware corporation (“WhiteWave”), and Gregg L. Engles (the “Executive”). RECITALS WHEREAS, in connection with an

October 6, 2015 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

The WhiteWave Foods Company (Form: 8-K) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.

October 6, 2015 EX-99

The WhiteWave Foods Company Appoints W. Anthony Vernon to Board of Directors Tony Vernon will join the Board on January 1, 2016

EX-99 The WhiteWave Foods Company Appoints W. Anthony Vernon to Board of Directors Tony Vernon will join the Board on January 1, 2016 DENVER, Oct. 6, 2015 (GLOBE NEWSWIRE) ? The WhiteWave Foods Company (NYSE:WWAV) today announced that on September 30, 2015 it appointed W. Anthony (Tony) Vernon to its board of directors, effective January 1, 2016. Vernon brings significant leadership experience and

August 7, 2015 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

Q2 2015 8-K Cover Page UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.

August 7, 2015 EX-10.4

THE WHITEWAVE FOODS COMPANY 2012 STOCK INCENTIVE PLAN 2015 NON-QUALIFIED STOCK OPTION AGREEMENT FOR NON-U.S. EXECUTIVE OFFICERS

EXHIBIT 10.4 THE WHITEWAVE FOODS COMPANY 2012 STOCK INCENTIVE PLAN 2015 NON-QUALIFIED STOCK OPTION AGREEMENT FOR NON-U.S. EXECUTIVE OFFICERS THIS AWARD AGREEMENT, including any special terms and conditions for your country set forth in the appendix attached hereto (the ?Appendix?), is effective as of the date indicated on the Notice of Grant delivered herewith (the ?Notice of Grant?) (together, th

August 7, 2015 EX-10.6

THE WHITEWAVE FOODS COMPANY 2012 STOCK INCENTIVE PLAN 2015 PERFORMANCE STOCK UNIT AWARD AGREEMENT FOR BELGIAN EXECUTIVE OFFICERS

EXHIBIT 10.6 THE WHITEWAVE FOODS COMPANY 2012 STOCK INCENTIVE PLAN 2015 PERFORMANCE STOCK UNIT AWARD AGREEMENT FOR BELGIAN EXECUTIVE OFFICERS THIS AWARD AGREEMENT, including any special terms and conditions for your country set forth in the appendix attached hereto (the “Appendix”), is effective as of the date indicated on the Notice of Grant delivered herewith (the “Notice of Grant”) (together, t

August 7, 2015 EX-10.1

THE WHITEWAVE FOODS COMPANY 2015 RESTRICTED STOCK UNIT (“RSU”) AWARD AGREEMENT FOR U.S. EXECUTIVE OFFICERS

EX-10.1 2 wwav-20150630xex101.htm EXHIBIT 10.1 EXHIBIT 10.1 THE WHITEWAVE FOODS COMPANY 2015 RESTRICTED STOCK UNIT (“RSU”) AWARD AGREEMENT FOR U.S. EXECUTIVE OFFICERS THIS AWARD AGREEMENT (this “Agreement”), effective as of the date indicated on the Notice of Grant delivered herewith (the “Notice of Grant”), is made and entered into by and between The WhiteWave Foods Company, a Delaware corporatio

August 7, 2015 EX-10.3

THE WHITEWAVE FOODS COMPANY 2015 NON-QUALIFIED STOCK OPTION AGREEMENT FOR U.S. EXECUTIVE OFFICERS

EXHIBIT 10.3 THE WHITEWAVE FOODS COMPANY 2015 NON-QUALIFIED STOCK OPTION AGREEMENT FOR U.S. EXECUTIVE OFFICERS THIS AWARD AGREEMENT (this “Agreement”), effective as of the date indicated on the Notice of Grant delivered herewith (the “Notice of Grant”), is made and entered into by and between The WhiteWave Foods Company, a Delaware corporation (the “Company”), and the individual named on the Notic

August 7, 2015 EX-10.5

THE WHITEWAVE FOODS COMPANY 2015 PERFORMANCE STOCK UNIT AWARD AGREEMENT FOR U.S. EXECUTIVE OFFICERS

EXHIBIT 10.5 THE WHITEWAVE FOODS COMPANY 2015 PERFORMANCE STOCK UNIT AWARD AGREEMENT FOR U.S. EXECUTIVE OFFICERS THIS AWARD AGREEMENT (this “Agreement”), effective as of the date indicated on the Notice of Grant delivered herewith (the “Notice of Grant”), is made and entered into by and between The WhiteWave Foods Company, a Delaware corporation (the “Company”), and the individual named on the Not

August 7, 2015 EX-10.2

THE WHITEWAVE FOODS COMPANY 2012 STOCK INCENTIVE PLAN 2015 RESTRICTED STOCK UNIT (“RSU”) AWARD AGREEMENT FOR NON-U.S. EXECUTIVE OFFICERS

EX-10.2 3 wwav-20150630xex102.htm EXHIBIT 10.2 EXHIBIT 10.2 THE WHITEWAVE FOODS COMPANY 2012 STOCK INCENTIVE PLAN 2015 RESTRICTED STOCK UNIT (“RSU”) AWARD AGREEMENT FOR NON-U.S. EXECUTIVE OFFICERS THIS AWARD AGREEMENT, including any special terms and conditions for your country set forth in the appendix attached hereto (the “Appendix”), is effective as of the date indicated on the Notice of Grant

August 7, 2015 EX-99.1

WHITEWAVE FOODS REPORTS RECORD SECOND QUARTER 2015 RESULTS INCREASES GROWTH & EARNINGS EXPECTATION FOR 2015 ANNOUNCES COMPLETION OF VEGA ACQUISITION ANNOUNCES AGREEMENT TO ACQUIRE WALLABY YOGURT COMPANY

EX-99.1 Q22015EarningsRelease Exhibit 99.1 WHITEWAVE FOODS REPORTS RECORD SECOND QUARTER 2015 RESULTS INCREASES GROWTH & EARNINGS EXPECTATION FOR 2015 ANNOUNCES COMPLETION OF VEGA ACQUISITION ANNOUNCES AGREEMENT TO ACQUIRE WALLABY YOGURT COMPANY ? Total Net Sales Increased 10%; Constant Currency Net Sales Increased 14% ? Adjusted Total Operating Income Increased 20% Reflecting Continued Operating

August 7, 2015 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) ý Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Quarterly Period Ended June 30, 2015 or ¨ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Transition Period from to Commission File Number 001-35708 The WhiteWa

June 10, 2015 EX-99

[WhiteWave and Vega Logos] The WhiteWave Foods Company Announces Agreement to Acquire Vega Extends WhiteWave’s Plant-Based Foods & Beverages Platform Into Fast-Growing, On-Trend Plant-Based Nutrition Category _________________________________________

EX-99 [WhiteWave and Vega Logos] The WhiteWave Foods Company Announces Agreement to Acquire Vega Extends WhiteWave?s Plant-Based Foods & Beverages Platform Into Fast-Growing, On-Trend Plant-Based Nutrition Category DENVER, Colo.

June 10, 2015 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

The WhiteWave Foods Company (Form: 8-K) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.

May 20, 2015 S-8

WhiteWave Foods FORM S-8

S-8 1 d928628ds8.htm FORM S-8 As filed with the Securities and Exchange Commission on May 20, 2015 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 THE WHITEWAVE FOODS COMPANY (Exact name of registrant as specified in its charter) Delaware 46-0631061 (State or other jurisdiction of incorpo

May 20, 2015 EX-4.1

SECOND RESTATED CERTIFICATE OF INCORPORATION THE WHITEWAVE FOODS COMPANY

EX-4.1 Exhibit 4.1 SECOND RESTATED CERTIFICATE OF INCORPORATION OF THE WHITEWAVE FOODS COMPANY The WhiteWave Foods Company, a corporation organized and existing under the General Corporation Law of the State of Delaware does hereby certify: FIRST: The name of the corporation is The WhiteWave Foods Company (the ?Corporation?). SECOND: The original certificate of incorporation was filed with the Sec

May 19, 2015 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders

The WhiteWave Foods Company (Form: 8-K) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.

May 8, 2015 EX-10.1

THE WHITEWAVE FOODS COMPANY 2015 SHORT-TERM INCENTIVE COMPENSATION PLAN (the “Plan”) CORPORATE LEADERSHIP AND FUNCTIONS

THE WHITEWAVE FOODS COMPANY 2015 SHORT-TERM INCENTIVE COMPENSATION PLAN (the ?Plan?) CORPORATE LEADERSHIP AND FUNCTIONS Purpose: To (i) align employee variable cash compensation with the annual objectives of the company, (ii) motivate employees to create sustained shareholder value, and (iii) ensure retention of key employees by ensuring that cash compensation remains competitive.

May 8, 2015 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) ? Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Quarterly Period Ended March 31, 2015 or ? Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Transition Period from to Commission File Number 001-35708 The WhiteW

May 8, 2015 EX-99.1

WHITEWAVE FOODS REPORTS RECORD FIRST QUARTER 2015 RESULTS AND INCREASES GROWTH & EARNINGS EXPECTATIONS FOR 2015

EX-99.1 Q12015EarningsRelease Exhibit 99.1 WHITEWAVE FOODS REPORTS RECORD FIRST QUARTER 2015 RESULTS AND INCREASES GROWTH & EARNINGS EXPECTATIONS FOR 2015 ? Total Net Sales Increased 10%; Constant Currency Net Sales Increased 13% ? Adjusted Total Operating Income Increased 17%; Continued Operating Margin Expansion ? Q1 2015 Adjusted Diluted Earnings per Share of $0.24, Excluding China Joint Ventur

May 8, 2015 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): May 8, 2015 The WhiteWave Foods Company (Exact name of registrant as specified in its charter) Delaware 001-35708 46-0631061 (State or other jurisdiction of incorporation) (Commis

May 8, 2015 EX-10.4

THE WHITEWAVE FOODS COMPANY 2015 SHORT-TERM INCENTIVE COMPENSATION PLAN (the “Plan”) EUROPE FOODS & BEVERAGES

THE WHITEWAVE FOODS COMPANY 2015 SHORT-TERM INCENTIVE COMPENSATION PLAN (the “Plan”) EUROPE FOODS & BEVERAGES Purpose: To (i) align employee variable cash compensation with the annual objectives of the company, (ii) motivate employees to create sustained shareholder value, and (iii) ensure retention of key employees by ensuring that cash compensation remains competitive.

May 8, 2015 EX-10.2

THE WHITEWAVE FOODS COMPANY 2015 SHORT-TERM INCENTIVE COMPENSATION PLAN (the “Plan”) AMERICAS FOODS & BEVERAGES

THE WHITEWAVE FOODS COMPANY 2015 SHORT-TERM INCENTIVE COMPENSATION PLAN (the “Plan”) AMERICAS FOODS & BEVERAGES Purpose: To (i) align employee variable cash compensation with the annual objectives of the company, (ii) motivate employees to create sustained shareholder value, and (iii) ensure retention of key employees by ensuring that cash compensation remains competitive.

May 8, 2015 EX-10.3

THE WHITEWAVE FOODS COMPANY 2015 SHORT-TERM INCENTIVE COMPENSATION PLAN (the “Plan”) AMERICAS FRESH FOODS

THE WHITEWAVE FOODS COMPANY 2015 SHORT-TERM INCENTIVE COMPENSATION PLAN (the ?Plan?) AMERICAS FRESH FOODS Purpose: To (i) align employee variable cash compensation with the annual objectives of the company, (ii) motivate employees to create sustained shareholder value, and (iii) ensure retention of key employees by ensuring that cash compensation remains competitive.

April 1, 2015 DEFA14A

WhiteWave Foods DEFA14A

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))

April 1, 2015 DEF 14A

WhiteWave Foods DEF 14A

DEF 14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))

March 2, 2015 EX-21

Percent Owned

The WhiteWave Foods Company Exhibit 21 Subsidiaries as of December 31, 2014 Entity Name Domestic Jurisdiction Owner Name Percent Owned Alpro (UK) Limited United Kingdom Alpro European Holdings, Sarl 100% Alpro Comm.

March 2, 2015 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K

10-K 1 wwav-20141231x10k.htm 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For The Fiscal Year Ended December 31, 2014 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from

February 12, 2015 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): February 12, 2015 The WhiteWave Foods Company (Exact name of registrant as specified in its charter) Delaware 001-35708 46-0631061 (State or other jurisdiction of incorporation) (Comm

February 12, 2015 EX-99.1

WHITEWAVE FOODS REPORTS RECORD FOURTH QUARTER AND FULL YEAR 2014 RESULTS CONTINUED STRONG GROWTH EXPECTATIONS FOR 2015

EX-99.1 2 ex-991q42014earningsrelease.htm EXHIBIT 99.1 Exhibit 99.1 WHITEWAVE FOODS REPORTS RECORD FOURTH QUARTER AND FULL YEAR 2014 RESULTS CONTINUED STRONG GROWTH EXPECTATIONS FOR 2015 • Net Sales Increased 34% in Q4 and 35% in FY 2014 • Organic Net Sales Increased 11% in Q4 and 12% for FY 2014, Excluding Results of Earthbound and So Delicious • Adjusted Total Operating Income Increased 43% in Q

February 11, 2015 SC 13G/A

WWAV / The WhiteWave Foods Co. / PRICE T ROWE ASSOCIATES INC /MD/ - WWAV AS OF 12/31/2014 Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3) WHITEWAVE FOODS CO-A (Name of Issuer) COMMON STOCK (Title of Class of Securities) 966244105 (CUSIP Number) December 31, 2014 (Date of Event which Requires Filing of Statement) Check the appropriate box to designate the Rule pursuant to which this Schedule

February 10, 2015 SC 13G/A

WWAV / The WhiteWave Foods Co. / VANGUARD GROUP INC Passive Investment

whitewavefoodsco.htm - Generated by SEC Publisher for SEC Filing SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 1 )* Name of issuer: WhiteWave Foods Co/The Title of Class of Securities: Common Stock CUSIP Number: 966244105 Date of Event Which Requires Filing of this Statement: December 31, 2014 Check the appropriate

February 2, 2015 CORRESP

WWAV / The WhiteWave Foods Co. CORRESP - -

The WhiteWave Foods Company 1225 17th Street, Suite 1000 Denver, CO 80202 February 2, 2015 VIA EDGAR SUBMISSION Securities and Exchange Commission Division of Corporation Finance 100 F Street, NE Washington, DC 20549 Attention: Brad Skinner, Senior Assistant Chief Accountant Michael Fay, Staff Accountant Re: The WhiteWave Foods Company Form 10-K for the Fiscal Year Ended December 31, 2013 Filed February 28, 2014 Form 10-Q for the Quarterly Period Ended September 30, 2014 Filed November 10, 2014 File No.

January 16, 2015 CORRESP

WWAV / The WhiteWave Foods Co. CORRESP - -

The WhiteWave Foods Company 1225 17th Street, Suite 1000 Denver, CO 80202 January 16, 2015 VIA EDGAR SUBMISSION AND FEDERAL EXPRESS Securities and Exchange Commission Division of Corporation Finance 100 F Street, NE Washington, DC 20549 Attention: Brad Skinner, Senior Assistant Chief Accountant Michael Fay, Staff Accountant Re: The WhiteWave Foods Company Form 10-K for the Fiscal Year Ended December 31, 2013 Filed February 28, 2014 Form 10-Q for the Quarterly Period Ended September 30, 2014 Filed November 10, 2014 File No.

December 22, 2014 CORRESP

WWAV / The WhiteWave Foods Co. CORRESP - -

The WhiteWave Foods Company 1225 17th Street, Suite 1000 Denver, CO 80202 December 22, 2014 VIA EDGAR SUBMISSION Securities and Exchange Commission Division of Corporation Finance 100 F Street, NE Washington, DC 20549 Attention: Brad Skinner, Senior Assistant Chief Accountant Michael Fay, Staff Accountant Re: The WhiteWave Foods Company Form 10-K for the Fiscal Year Ended December 31, 2013 Filed February 28, 2014 Form 10-Q for the Quarterly Period Ended September 30, 2014 Filed November 10, 2014 File No.

November 10, 2014 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): November 10, 2014 The WhiteWave Foods Company (Exact name of registrant as specified in its charter) Delaware 001-35708 46-0631061 (State or other jurisdiction of incorporation) (Comm

November 10, 2014 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) ? Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Quarterly Period Ended September 30, 2014 or ? Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Transition Period from to Commission File Number 001-35708 The Wh

November 10, 2014 EX-99.1

WHITEWAVE FOODS REPORTS RECORD THIRD QUARTER 2014 RESULTS

Exhibit 99.1 WHITEWAVE FOODS REPORTS RECORD THIRD QUARTER 2014 RESULTS • Adjusted Diluted Earnings per Share Increased 42% to $0.27, Excluding China Joint Venture • Organic Net Sales Increased 12%, Excluding Results of Earthbound; Total Net Sales Increased 34% to $857 Million • Adjusted Operating Income Grew Over 50% to $82 Million; Continued Strong Operating Margin Expansion • Q4 2014 Guidance of

September 17, 2014 EX-4.2

The WhiteWave Foods Company, The Guarantors party hereto Wells Fargo Bank, National Association, as Trustee First Supplemental Indenture Dated as of September 17, 2014 $500,000,000 aggregate principal amount of 5.375% Senior Notes due 2022 TABLE OF C

EX-4.2 Exhibit 4.2 The WhiteWave Foods Company, The Guarantors party hereto and Wells Fargo Bank, National Association, as Trustee First Supplemental Indenture Dated as of September 17, 2014 $500,000,000 aggregate principal amount of 5.375% Senior Notes due 2022 TABLE OF CONTENTS Page ARTICLE I Definitions 1 SECTION 1.01. Relation to Base Indenture 1 SECTION 1.02. Definition of Terms 2 ARTICLE II

September 17, 2014 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 17, 2014 (September 12, 2014) The WhiteWave Foods Company (Exact name of registrant as specified in its charter) Delaware 001-35708 46-0631061 (State or other jurisdicti

September 17, 2014 EX-4.1

THE WHITEWAVE FOODS COMPANY Dated as of , 20 DEBT SECURITIES Wells Fargo Bank, National Association Reconciliation and tie between Trust Indenture Act of 1939 and Indenture* Trust Indenture Act Section Indenture Section § 310 (a) 11.04(a), 16.02 (b)

EX-4.1 Exhibit 4.1 THE WHITEWAVE FOODS COMPANY INDENTURE Dated as of , 20 DEBT SECURITIES Wells Fargo Bank, National Association Trustee Reconciliation and tie between Trust Indenture Act of 1939 and Indenture* Trust Indenture Act Section Indenture Section § 310 (a) 11.04(a), 16.02 (b) 11.01(f), 11.04(b), 11.05(1), 16.02 § 311 11.01(f), 16.02 § 312 (b) 11.10, 16.02 (c) 11.10, 16.02 § 313 (a) 10.01

September 17, 2014 EX-1.1

$500,000,000 THE WHITEWAVE FOODS COMPANY 5.375% Senior Notes due 2022 Underwriting Agreement

EX-1.1 Exhibit 1.1 $500,000,000 THE WHITEWAVE FOODS COMPANY 5.375% Senior Notes due 2022 Underwriting Agreement September 12, 2014 J.P. Morgan Securities LLC As Representative of the several Underwriters listed in Schedule 1 hereto c/o J.P. Morgan Securities LLC 383 Madison Avenue New York, New York 10179 Ladies and Gentlemen: The WhiteWave Foods Company, a Delaware corporation (the “Company”), pr

September 16, 2014 424B5

Joint book-running managers J.P. Morgan BofA Merrill Lynch Morgan Stanley Credit Agricole CIB Credit Suisse MUFG Rabo Securities SunTrust Robinson Humphrey Wells Fargo Securities The date of this prospectus supplement is September 12, 2014.

423B5 Table of Contents Filed Pursuant to Rule 424(b)(5) Registration File No. 333-198680 Prospectus supplement To prospectus dated September 11, 2014 The WhiteWave Foods Company $500,000,000 5.375% Senior Notes due 2022 The WhiteWave Foods Company (the “issuer”) is offering $500,000,000 aggregate principal amount of our 5.375% Senior Notes due 2022 (the “notes”). We will pay interest on the notes

September 12, 2014 FWP

Pricing Term Sheet September 12, 2014 THE WHITEWAVE FOODS COMPANY

Filed Pursuant to Rule 433 Registration Statement No. 333-198680 Pricing Term Sheet September 12, 2014 THE WHITEWAVE FOODS COMPANY The following information supplements the Issuer’s Preliminary Prospectus Supplement, dated September 11, 2014 (the “Preliminary Prospectus Supplement”). Issuer: The WhiteWave Foods Company Guarantors: All existing and future direct and indirect subsidiaries of The Whi

September 12, 2014 POSASR

WWAV / The WhiteWave Foods Co. POSASR - - POSASR

POSASR Table of Contents As filed with the Securities and Exchange Commission on September 12, 2014 Registration No.

September 11, 2014 424B5

Joint book-running managers J.P. Morgan BofA Merrill Lynch Morgan Stanley Credit Agricole CIB Credit Suisse MUFG Rabo Securities SunTrust Robinson Humphrey Wells Fargo Securities The date of this prospectus supplement is , 2014.

Form 424(b)(5) Table of Contents Filed Pursuant to Rule 424(b)(5) Registration File No.

September 11, 2014 EX-4.1

THE WHITEWAVE FOODS COMPANY Dated as of , 20 DEBT SECURITIES Wells Fargo Bank, National Association Reconciliation and tie between Trust Indenture Act of 1939 and Indenture* Trust Indenture Act Section Indenture Section § 310 (a) 11.04(a), 16.02 (b)

EX-4.1 Exhibit 4.1 THE WHITEWAVE FOODS COMPANY INDENTURE Dated as of , 20 DEBT SECURITIES Wells Fargo Bank, National Association Trustee Reconciliation and tie between Trust Indenture Act of 1939 and Indenture* Trust Indenture Act Section Indenture Section § 310 (a) 11.04(a), 16.02 (b) 11.01(f), 11.04(b), 11.05(1), 16.02 § 311 11.01(f), 16.02 § 312 (b) 11.10, 16.02 (c) 11.10, 16.02 § 313 (a) 10.01

September 11, 2014 8-K/A

Financial Statements and Exhibits

8-K/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A (Amendment No. 3) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): September 11, 2014 (January 2, 2014) The WhiteWave Foods Company (Exact name of registrant as specified in its charter) Delaware 001-35708 46-0631061 (State

September 11, 2014 EX-99.1

PART II

Exhibit 99.1 PART II REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Board of Directors and Stockholders of The WhiteWave Foods Company Denver, Colorado We have audited the accompanying consolidated balance sheets of The WhiteWave Foods Company and subsidiaries (the "Company") as of December 31, 2013 and 2012, and the related consolidated statements of operations, comprehensive inco

September 11, 2014 EX-25.1

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE

EX-25.1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE ¨ CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT TO SECTION 305(b) (2) WELLS FARGO BANK, NATIONAL ASSOCIATION (Exact name of trustee as specified in its charter) A National Banking Association

September 11, 2014 EX-99.2

The WhiteWave Foods Company Condensed Consolidated Balance Sheets

Exhibit 99.2 Part I — Financial Information Item 1. Condensed Consolidated Financial Statements (Unaudited) The WhiteWave Foods Company Condensed Consolidated Balance Sheets (Unaudited) June 30, 2014 December 31, 2013 (In thousands, except share and per share data) ASSETS Current assets: Cash and cash equivalents $ 65,953 $ 101,105 Trade receivables, net of allowance of $1,452 and $1,345 185,113 1

September 11, 2014 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): September 11, 2014 The WhiteWave

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): September 11, 2014 The WhiteWave Foods Company (Exact name of registrant as specified in its charter) Delaware 001-35708 46-0631061 (State or other jurisdiction of incorporation) (Com

September 11, 2014 EX-12.1

THE WHITEWAVE FOODS COMPANY STATEMENT REGARDING THE COMPUTATION OF THE RATIO OF EARNINGS TO FIXED CHARGES

EX-12.1 Exhibit 12.1 THE WHITEWAVE FOODS COMPANY STATEMENT REGARDING THE COMPUTATION OF THE RATIO OF EARNINGS TO FIXED CHARGES We have calculated the ratio of earnings to combined fixed charges for the six months ended June 30, 2014 and the last five fiscal years ended December 31 by dividing earnings by fixed charges for such periods. For purposes of calculating the ratio of earnings to fixed cha

September 11, 2014 S-3ASR

WWAV / The WhiteWave Foods Co. S-3ASR - - FORM S-3ASR

FORM S-3ASR Table of Contents As filed with the Securities and Exchange Commission on September 11, 2014 Registration No.

September 11, 2014 EX-99.2

UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL DATA

EX-99.2 Exhibit 99.2 UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL DATA On January 2, 2014 The WhiteWave Foods Company acquired all Earthbound Farm legal entities for approximately $600 million in cash. The following tables set forth certain unaudited pro forma condensed combined financial data giving effect to The WhiteWave Foods Company’s (“we”, “us”, the “Company”, or “WhiteWave”) acquisitio

September 11, 2014 EX-99.1

- 1 -

Exhibit 99.1 EARTHBOUND HOLDINGS I, LLC TABLE OF CONTENTS Page REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM 1 CONSOLIDATED FINANCIAL STATEMENTS: Consolidated Balance Sheet as of December 31, 2013 2 Consolidated Statement of Operations for the year ended December 31, 2013 3 Consolidated Statement of Equity for the year ended December 31, 2013 4 Consolidated Statement of Cash Flows for th

September 2, 2014 EX-10.1

THIRD AMENDMENT TO CREDIT AGREEMENT

EX-10.1 Exhibit 10.1 THIRD AMENDMENT TO CREDIT AGREEMENT THIS THIRD AMENDMENT TO CREDIT AGREEMENT (this “Amendment”) is dated as of August 29, 2014 and is executed and delivered by and among THE WHITEWAVE FOODS COMPANY, a Delaware corporation (the “Borrower”), the Guarantors party hereto, the Lenders and Voting Participants party hereto and BANK OF AMERICA, N.A., as Administrative Agent (the “Admi

September 2, 2014 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): September 2, 2014 (August 29, 2014) The WhiteWave Foods Company (Exact name of registrant as specified in its charter) Delaware 001-35708 46-0631061 (State or Other Jurisdict

August 7, 2014 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 a8-kq22014earningsrelease.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): August 7, 2014 (August 7, 2014) The WhiteWave Foods Company (Exact name of registrant as specified in its charter) Delaware 001-35708 46-063106

August 7, 2014 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) ý Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Quarterly Period Ended June 30, 2014 or ¨ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Transition Period from to Commission File Number 001-35708 The WhiteWa

August 7, 2014 EX-99.1

WHITEWAVE FOODS REPORTS RECORD SECOND QUARTER 2014 RESULTS

Exhibit 99.1 WHITEWAVE FOODS REPORTS RECORD SECOND QUARTER 2014 RESULTS • Adjusted Diluted Earnings per Share Increased 42% to $0.23, Excluding China Joint Venture Investments • Net Sales Increased 36% to $838 Million; 11% Organic Net Sales Growth, Excluding Results of Earthbound Farm • Adjusted Operating Income Grew 53% to $71 Million; Strong Operating Margin Expansion • Q3 2014 Guidance of $0.25

May 20, 2014 8-K

Submission of Matters to a Vote of Security Holders - LIVE FILING

The WhiteWave Foods Company (Form: 8-K) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.

May 13, 2014 DEFR14A

- DEFR14A

DEFR14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. 1) Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)

May 8, 2014 EX-10.3

WWF OPERATING COMPANY (“WWF OPCO”) SENIOR LEADERSHIP & STAFF 2014 SHORT-TERM INCENTIVE COMPENSATION PLAN Purpose: To (i) align employee variable cash compensation with the annual objectives of the company, (ii) motivate employees to create sustained

Exhibit 10.3 WWF OPERATING COMPANY (?WWF OPCO?) SENIOR LEADERSHIP & STAFF 2014 SHORT-TERM INCENTIVE COMPENSATION PLAN Purpose: To (i) align employee variable cash compensation with the annual objectives of the company, (ii) motivate employees to create sustained shareholder value, and (iii) ensure retention of key employees by ensuring that cash compensation remains competitive. Participants: Empl

May 8, 2014 EX-10.9

THE WHITEWAVE FOODS COMPANY 2014 NON-QUALIFIED STOCK OPTION AGREEMENT FOR EXECUTIVE OFFICERS

Exhibit 10.9 THE WHITEWAVE FOODS COMPANY 2014 NON-QUALIFIED STOCK OPTION AGREEMENT FOR EXECUTIVE OFFICERS THIS AWARD AGREEMENT (this ?Agreement?), effective as of the date indicated on the Notice of Grant delivered herewith (the ?Notice of Grant?), is made and entered into by and between The WhiteWave Foods Company, a Delaware corporation (the ?Company?), and the individual named on the Notice of

May 8, 2014 EX-10.8

THE WHITEWAVE FOODS COMPANY 2014 NON-QUALIFIED STOCK OPTION AGREEMENT FOR EXECUTIVE OFFICERS

Exhibit 10.8 THE WHITEWAVE FOODS COMPANY 2014 NON-QUALIFIED STOCK OPTION AGREEMENT FOR EXECUTIVE OFFICERS THIS AWARD AGREEMENT (this ?Agreement?), effective as of the date indicated on the Notice of Grant delivered herewith (the ?Notice of Grant?), is made and entered into by and between The WhiteWave Foods Company, a Delaware corporation (the ?Company?), and the individual named on the Notice of

May 8, 2014 EX-10.7

THE WHITEWAVE FOODS COMPANY 2014 RESTRICTED STOCK UNIT (“RSU”) AWARD AGREEMENT FOR EXECUTIVE OFFICERS

Exhibit 10.7 THE WHITEWAVE FOODS COMPANY 2014 RESTRICTED STOCK UNIT (?RSU?) AWARD AGREEMENT FOR EXECUTIVE OFFICERS THIS AWARD AGREEMENT (this ?Agreement?), effective as of the date indicated on the Notice of Grant delivered herewith (the ?Notice of Grant?), is made and entered into by and between The WhiteWave Foods Company, a Delaware corporation (the ?Company?), and the individual named on the N

May 8, 2014 EX-99.1

WHITEWAVE FOODS REPORTS STRONG FIRST QUARTER 2014 RESULTS

EX-99.1 Exhibit 99.1 WHITEWAVE FOODS REPORTS STRONG FIRST QUARTER 2014 RESULTS • Adjusted Diluted Earnings per Share Increases 40% to $0.22, Excluding China Joint Venture Investments • Net Sales Increases 36% to $830 Million; 12% Organic Net Sales Growth, Excluding Results of Earthbound Farm Acquired on January 2, 2014 • Adjusted Operating Income Grows 35% to $64 Million; Operating Margins Expande

May 8, 2014 EX-10.6

THE WHITEWAVE FOODS COMPANY 2014 RESTRICTED STOCK UNIT (“RSU”) AWARD AGREEMENT FOR EXECUTIVE OFFICERS

EX-10.6 7 d696172dex106.htm EX-10.6 Exhibit 10.6 THE WHITEWAVE FOODS COMPANY 2014 RESTRICTED STOCK UNIT (“RSU”) AWARD AGREEMENT FOR EXECUTIVE OFFICERS THIS AWARD AGREEMENT (this “Agreement”), effective as of the date indicated on the Notice of Grant delivered herewith (the “Notice of Grant”), is made and entered into by and between The WhiteWave Foods Company, a Delaware corporation (the “Company”

May 8, 2014 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) x Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Quarterly Period Ended March 31, 2014 or ? Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Transition Period from to Commission File Number 00

May 8, 2014 EX-10.4

ALPRO SENIOR LEADERSHIP & STAFF 2014 SHORT-TERM INCENTIVE COMPENSATION PLAN Purpose: To (i) align employee variable cash compensation with the annual objectives of the company, (ii) motivate employees to create sustained shareholder value, and (iii)

Exhibit 10.4 ALPRO SENIOR LEADERSHIP & STAFF 2014 SHORT-TERM INCENTIVE COMPENSATION PLAN Purpose: To (i) align employee variable cash compensation with the annual objectives of the company, (ii) motivate employees to create sustained shareholder value, and (iii) ensure retention of key employees by ensuring that cash compensation remains competitive. Participants: Employees of Alpro businesses who

May 8, 2014 EX-10.1

AMENDMENT TO THE WHITEWAVE FOODS COMPANY CHANGE IN CONTROL AGREEMENT

Exhibit 10.1 [Form of Amendment to the Change in Control Agreements signed by WhiteWave with each of Gregg L. Engles, Blaine E. McPeak and Thomas N. Zanetich] AMENDMENT TO THE WHITEWAVE FOODS COMPANY CHANGE IN CONTROL AGREEMENT THIS AMENDMENT TO THE CHANGE IN CONTROL AGREEMENT (this ?Amendment?) is entered into and effective as of March 11, 2014 (the ?Effective Date?), by and between The WhiteWave

May 8, 2014 EX-10.5

EARTHBOUND FARM SENIOR LEADERSHIP & STAFF 2014 SHORT-TERM INCENTIVE COMPENSATION PLAN Purpose: To (i) align employee variable cash compensation with the annual objectives of the company, (ii) motivate employees to create sustained shareholder value,

Exhibit 10.5 EARTHBOUND FARM SENIOR LEADERSHIP & STAFF 2014 SHORT-TERM INCENTIVE COMPENSATION PLAN Purpose: To (i) align employee variable cash compensation with the annual objectives of the company, (ii) motivate employees to create sustained shareholder value, and (iii) ensure retention of key employees by ensuring that cash compensation remains competitive. Participants: Employees of Earthbound

May 8, 2014 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition - 8-K

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): May 8, 2014 (May 8, 2014) The WhiteWave Foods Company (Exact name of registrant as specified in its charter) Delaware 001-35708 46-0631061 (State or other jurisdiction of incorpor

May 8, 2014 EX-10.2

THE WHITEWAVE FOODS COMPANY - CORPORATE (“WWAV CORPORATE”) SENIOR LEADERSHIP & STAFF 2014 SHORT-TERM INCENTIVE COMPENSATION PLAN Purpose: To (i) align employee variable cash compensation with the annual objectives of the company, (ii) motivate employ

EX-10.2 3 d696172dex102.htm EX-10.2 Exhibit 10.2 THE WHITEWAVE FOODS COMPANY - CORPORATE (“WWAV CORPORATE”) SENIOR LEADERSHIP & STAFF 2014 SHORT-TERM INCENTIVE COMPENSATION PLAN Purpose: To (i) align employee variable cash compensation with the annual objectives of the company, (ii) motivate employees to create sustained shareholder value, and (iii) ensure retention of key employees by ensuring th

April 1, 2014 DEF 14A

- DEF 14A

DEF 14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

March 20, 2014 EX-99.2

UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL DATA

EX-99.2 Exhibit 99.2 UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL DATA On January 2, 2014 The WhiteWave Foods Company acquired all Earthbound Farm legal entities for approximately $600 million in cash. The following tables set forth certain unaudited pro forma condensed combined financial data giving effect to The WhiteWave Foods Company’s (“we”, “us”, the “Company”, or “WhiteWave”) acquisitio

March 20, 2014 EX-99.1

- 1 -

EX-99.1 Exhibit 99.1 EARTHBOUND HOLDINGS I, LLC TABLE OF CONTENTS Page INDEPENDENT AUDITORS’ REPORT 1 CONSOLIDATED FINANCIAL STATEMENTS: Consolidated Balance Sheet as of December 31, 2013 2 Consolidated Statement of Operations for the year ended December 31, 2013 3 Consolidated Statement of Equity for the year ended December 31, 2013 4 Consolidated Statement of Cash Flows for the year ended Decemb

March 20, 2014 8-K/A

Financial Statements and Exhibits

8-K/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A (Amendment No. 2) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): January 2, 2014 The WhiteWave Foods Company (Exact name of registrant as specified in its charter) Delaware 001-35708 46-0631061 (State or other jurisdiction

March 11, 2014 PRE 14A

- PRE 14A

PRE 14A 1 d679844dpre14a.htm PRE 14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant þ Filed by a Party other than the Registrant ¨ Check the appropriate box: þ Preliminary Proxy Statement ¨ Confidential, for Use of the Com

February 28, 2014 EX-10.42

THE WHITEWAVE FOODS COMPANY POST-2004 EXECUTIVE DEFERRED COMPENSATION PLAN (Amended and Restated Effective as of January 1, 2014) THE WHITEWAVE FOODS COMPANY POST-2004 EXECUTIVE DEFERRED COMPENSATION PLAN Table of Contents Page ARTICLE I DEFINITIONS

EX-10.42 EXHIBIT 10.42 THE WHITEWAVE FOODS COMPANY POST-2004 EXECUTIVE DEFERRED COMPENSATION PLAN (Amended and Restated Effective as of January 1, 2014) THE WHITEWAVE FOODS COMPANY POST-2004 EXECUTIVE DEFERRED COMPENSATION PLAN Table of Contents Page ARTICLE I DEFINITIONS 4 ARTICLE II ELIGIBILITY 6 ARTICLE III CREDITS TO ACCOUNT 7 ARTICLE IV BENEFITS 10 ARTICLE V PAYMENT OF BENEFITS AT TERMINATION

February 28, 2014 EX-10.36

The WhiteWave Foods Company Director Compensation Policy (effective January 1, 2014)

EXHIBIT 10.36 The WhiteWave Foods Company Director Compensation Policy (effective January 1, 2014) The WhiteWave Foods Company (“WhiteWave”) provides the compensation described below to its non-employee directors. WhiteWave’s directors who are full-time employees of WhiteWave or Dean Foods Company receive no additional compensation for service as a WhiteWave director. Cash and Equity Retainers Ann

February 28, 2014 EX-21

Owner Name

EX-21 EXHIBIT 21 The WhiteWave Foods Company Subsidiaries as of December 31, 2013 Entity Name Jurisdiction Owner Name Percent Owned Alpro (UK) Limited United Kingdom Alpro European Holdings, Sarl 100 % Alpro Comm.

February 28, 2014 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For The Fiscal Year Ended December 31, 2013 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission File Number 001-357

February 28, 2014 EX-3.2

AMENDED AND RESTATED BY-LAWS THE WHITEWAVE FOODS COMPANY TABLE OF CONTENTS Page ARTICLE I STOCKHOLDERS 1 1.1 Place of Meetings 1 1.2 Annual Meeting 1 1.3 Special Meetings 1 1.4 Notice of Meetings 1 1.5 Voting List 2 1.6 Quorum 2 1.7 Adjournments 3 1.

EX-3.2 2 d630925dex32.htm EX-3.2 EXHIBIT 3.2 AMENDED AND RESTATED BY-LAWS OF THE WHITEWAVE FOODS COMPANY TABLE OF CONTENTS Page ARTICLE I STOCKHOLDERS 1 1.1 Place of Meetings 1 1.2 Annual Meeting 1 1.3 Special Meetings 1 1.4 Notice of Meetings 1 1.5 Voting List 2 1.6 Quorum 2 1.7 Adjournments 3 1.8 Voting and Proxies 3 1.9 Action at Meeting 4 1.10 Nomination of Directors 4 1.11 Notice of Business

February 14, 2014 SC 13G/A

WWAV / The WhiteWave Foods Co. / CITADEL ADVISORS LLC - SC 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) Information Statement Pursuant to Rules 13d-1 and 13d-2 Under the Securities Exchange Act of 1934 (Amendment No. 1 )* The WhiteWave Foods Company (Name of Issuer) Class A common stock, par value $0.01 per share (Title of Class of Securities) 966244105 (CUSIP Number) December 31, 2013 Date of Event W

February 13, 2014 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): February 13, 2014 (February 13, 2014) The WhiteWave Foods Company (Exact name of registrant as specified in its charter) Delaware 001-35708 46-0631061 (State or other jurisdiction

February 13, 2014 EX-99.1

WHITEWAVE FOODS REPORTS STRONG FOURTH QUARTER AND FULL YEAR 2013 RESULTS

EX-99.1 2 d677739dex991.htm EX-99.1 Exhibit 99.1 WHITEWAVE FOODS REPORTS STRONG FOURTH QUARTER AND FULL YEAR 2013 RESULTS • Q4 2013 Adjusted Diluted Earnings per Share Increases 22% to $0.22; Full Year 2013 up 23% to $0.74 • Q4 2013 Adjusted Net Sales Increases 11.5% to $679 Million Driven by Organic Volume Growth • Q4 2013 Adjusted Operating Income growth of 27% to $61 Million, with Margin Expans

February 12, 2014 SC 13G

WWAV / The WhiteWave Foods Co. / VANGUARD GROUP INC Passive Investment

whitewavefoodsco.htm - Generated by SEC Publisher for SEC Filing SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 0 )* Name of issuer: WhiteWave Foods Co Title of Class of Securities: Common Stock CUSIP Number: 966244105 Date of Event Which Requires Filing of this Statement: December 31, 2013 Check the appropriate box

February 10, 2014 SC 13G/A

WWAV / The WhiteWave Foods Co. / RAINIER INVESTMENT MANAGEMENT LLC - SCHEDULE 13G AMENDMENT FILING Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No.

February 10, 2014 SC 13G/A

WWAV / The WhiteWave Foods Co. / FRANKLIN RESOURCES INC Passive Investment

whit13a1.htm - Generated by SEC Publisher for SEC Filing CUSIP NO. 966244105 13G Page 1 of 12 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* The WhiteWave Foods Company (Name of Issuer) Class A common stock, $.01 par value (Title of Class of Securities) 966244105 (CUSIP Number) December 31, 2013 (Dat

February 7, 2014 SC 13G/A

WWAV / The WhiteWave Foods Co. / PRICE T ROWE ASSOCIATES INC /MD/ - WWAV AS OF 12/31/2013 Passive Investment

SC 13G/A 1 wwav13gadec13.htm WWAV AS OF 12/31/2013 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* WHITEWAVE FOODS CO-A (Name of Issuer) COMMON STOCK (Title of Class of Securities) 966244105 (CUSIP Number) December 31, 2013 (Date of Event which Requires Filing of Statement) Check the appropriate box t

January 8, 2014 EX-2.1

AGREEMENT AND PLAN OF MERGER BY AND AMONG WWF OPERATING COMPANY; BLOCKER MERGER SUB INC.; TIERRA MERGER SUB, LLC; EB SAV INC.; EARTHBOUND HOLDINGS I, LLC; HM EARTHBOUND LLC (solely in its capacity as the Sellers’ Representative) THE WHITEWAVE FOODS C

EX-2.1 EXHIBIT 2.1 EXECUTION VERSION AGREEMENT AND PLAN OF MERGER BY AND AMONG WWF OPERATING COMPANY; BLOCKER MERGER SUB INC.; TIERRA MERGER SUB, LLC; EB SAV INC.; EARTHBOUND HOLDINGS I, LLC; AND HM EARTHBOUND LLC (solely in its capacity as the Sellers’ Representative) AND THE WHITEWAVE FOODS COMPANY (solely in its capacity as Guarantor) Dated as of December 8, 2013 TABLE OF CONTENTS Page I. DEFIN

January 8, 2014 8-K/A

Financial Statements and Exhibits

8-K/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): January 2, 2014 The WhiteWave Foods Company (Exact name of registrant as specified in its charter) Delaware 001-35708 46-0631061 (State or other jurisdiction

January 8, 2014 EX-10.1

SECOND AMENDMENT TO CREDIT AGREEMENT

EX-10.1 Exhibit 10.1 SECOND AMENDMENT TO CREDIT AGREEMENT THIS SECOND AMENDMENT TO CREDIT AGREEMENT (this “Amendment”) is dated as of January 2, 2014 (the “Second Amendment Effective Date”) and is executed and delivered by and among THE WHITEWAVE FOODS COMPANY, a Delaware corporation (the “Borrower”), the Guarantors party hereto, the Lenders party hereto and BANK OF AMERICA, N.A., as Administrativ

January 8, 2014 EX-10.2

INCREMENTAL TERM LOAN AGREEMENT

EX-10.2 4 d654092dex102.htm EX-10.2 Exhibit 10.2 INCREMENTAL TERM LOAN AGREEMENT THIS INCREMENTAL TERM LOAN AGREEMENT dated as of January 2, 2014 (this “Agreement”) is by and among each of the Persons identified as “Term A-3 Incremental Term Loan Lenders” on the signature pages hereto (each, a “Term A-3 Incremental Term Loan Lender”), The WhiteWave Foods Company, a Delaware corporation (the “Borro

January 3, 2014 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Completion of Acquisition or Disposition of Assets - LIVE FILING

The WhiteWave Foods Company (Form: 8-K) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.

January 3, 2014 EX-99

The WhiteWave Foods Company Completes Acquisition of Earthbound Farm Transaction Adds Highly Complementary Business, in a High-Growth Category, to WhiteWave’s Portfolio

EX-99 Exhibit 99 The WhiteWave Foods Company Completes Acquisition of Earthbound Farm Transaction Adds Highly Complementary Business, in a High-Growth Category, to WhiteWave’s Portfolio DENVER, Colorado, January 3, 2014 – The WhiteWave Foods Company (NYSE:WWAV) (“WhiteWave”), a leading consumer packaged food and beverage company in North America and Europe, today announced that on January 2, 2014 it completed its previously announced acquisition of Earthbound Farm, one of the country’s leading organic food brands, for approximately $600 million in cash.

December 9, 2013 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

8-K 1 htm48925.htm LIVE FILING UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): December 8, 2013 The WhiteWave Foods Company (Exact name of registrant as specified in its charter) Delaware 001-35708 46-0631061 (State or other jurisd

December 9, 2013 EX-99

The WhiteWave Foods Company Announces Agreement to Acquire Premier Organic Produce Company Earthbound Farm Adds Highly Complementary Business, in a High-growth Category, to WhiteWave’s Portfolio; Reaffirms WhiteWave’s Leadership in the Organic Foods

Exhibit 99 The WhiteWave Foods Company Announces Agreement to Acquire Premier Organic Produce Company Earthbound Farm Adds Highly Complementary Business, in a High-growth Category, to WhiteWave’s Portfolio; Reaffirms WhiteWave’s Leadership in the Organic Foods and Beverages Industry in North America DENVER, Colorado, and SAN JUAN BAUTISTA, California, December 9, 2013 – The WhiteWave Foods Company (NYSE:WWAV) (“WhiteWave”), a leading consumer packaged food and beverage company in North America and Europe, today announced that it has agreed to acquire Earthbound Farm, one of the country’s leading organic food brands, from its existing shareholders led by Kainos Capital and founders Drew & Myra Goodman, for approximately $600 million in cash.

November 7, 2013 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) x Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Quarterly Period Ended September 30, 2013 or ? Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Transition Period from to Commission File Numbe

November 7, 2013 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition - 8-K

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): November 7, 2013 (November 7, 2013) The WhiteWave Foods Company (Exact name of registrant as specified in its charter) Delaware 001-35708 46-0631061 (State or other jurisdiction o

November 7, 2013 EX-99.1

WHITEWAVE FOODS REPORTS STRONG THIRD QUARTER 2013 RESULTS

EX-99.1 Exhibit 99.1 WHITEWAVE FOODS REPORTS STRONG THIRD QUARTER 2013 RESULTS Ø Adjusted Diluted Earnings per Share Increases 21% to $0.19 Ø Adjusted Net Sales Increases 10% to $639 Million on Volume Growth in Both North America & Europe Ø Adjusted Operating Income Grows 19% Ø Q4 2013 Adjusted Diluted Earnings per Share Guidance of $0.19 to $0.20 Ø Raises Lower End of Full Year 2013 Guidance Rang

September 25, 2013 EX-99

WHITEWAVE STOCKHOLDERS APPROVE CONVERSION OF CLASS B SHARES INTO CLASS A SHARES Conversion of Class B Shares into Class A Shares will be Effective at Close of Business Today and will Result in One Class of Common Stock with Identical Voting Rights

EX-99 Exhibit 99 WHITEWAVE STOCKHOLDERS APPROVE CONVERSION OF CLASS B SHARES INTO CLASS A SHARES Conversion of Class B Shares into Class A Shares will be Effective at Close of Business Today and will Result in One Class of Common Stock with Identical Voting Rights Denver, CO – September 24, 2013 – The WhiteWave Foods Company (“WhiteWave”) (NYSE: WWAV) today announced that its stockholders, at a special meeting of stockholders held this morning, approved a proposal to convert all of the outstanding shares of WhiteWave’s Class B common stock into shares of WhiteWave’s Class A common stock.

September 25, 2013 EX-99.25

EX-99.25

NOTIFICATION OF THE REMOVAL FROM LISTING AND REGISTRATION OF THE STATED SECURITIES The New York Stock Exchange hereby notifies the SEC of its intention to remove the entire class of the stated securities from listing and registration on the Exchange at the opening of business on October 7, 2013, pursuant to the provisions of Rule 12d2-2 (a).

September 25, 2013 8-K

Material Modification to Rights of Security Holders, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Other Events, Submission of Matters to a Vote of Security Holders - LIVE FILING

The WhiteWave Foods Company (Form: 8-K) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.

September 10, 2013 SC 13G/A

WWAV / The WhiteWave Foods Co. / PRICE T ROWE ASSOCIATES INC /MD/ - WWAV AS OF 08/31/2013 Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* WHITEWAVE FOODS CO (Name of Issuer) COMMON STOCK (Title of Class of Securities) 966244204 (CUSIP Number) August 31, 2013 (Date of Event which Requires Filing of Statement) Check the appropriate box to designate the Rule pursuant to which this Schedule is

August 23, 2013 8-K

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): August 21, 2013 The WhiteWave Foods Company (Exact name of registrant as specified in its charter) Delaware 001-35708 46-0631061 (State or other jurisdiction (Commission (I.R.S. Emplo

August 23, 2013 EX-3

AMENDED AND RESTATED BY-LAWS OF THE WHITEWAVE FOODS COMPANY TABLE OF CONTENTS

EX-3 AMENDED AND RESTATED BY-LAWS OF THE WHITEWAVE FOODS COMPANY TABLE OF CONTENTS Page ARTICLE I STOCKHOLDERS 1.

August 22, 2013 DEF 14A

- DEF 14A

DEF 14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.

August 9, 2013 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): August 9, 2013 (August 9, 2013) The WhiteWave Foods Company (Exact name of registrant as specified in its charter) Delaware 001-35708 46-0631061 (State or other jurisdiction of incorp

August 9, 2013 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q

Form 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

August 9, 2013 EX-99.1

WHITEWAVE FOODS REPORTS STRONG SECOND QUARTER 2013 RESULTS

EX-99.1 Exhibit 99.1 WHITEWAVE FOODS REPORTS STRONG SECOND QUARTER 2013 RESULTS • Adjusted Diluted Earnings per Share Increases 28% to $0.16 • Adjusted Net Sales Increases 10% to $616 Million on Volume Growth Across All Brands • Consolidated Adjusted Operating Income Grows 16% • Q3 2013 Adjusted Diluted Earnings per Share Guidance of $0.17 to $0.18 • Raises lower end of Full Year 2013 Guidance ran

August 9, 2013 PRE 14A

- PRELIMINARY PROXY STATEMENT

Preliminary Proxy Statement Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.

July 31, 2013 SC 13G/A

WWAV / The WhiteWave Foods Co. / DEAN FOODS CO - SC 13G/A Passive Investment

SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 2)* The WhiteWave Foods Company (Name of Issuer) Class A common stock, $0.01 par value (Title of Class of Securities) 966244105 (CUSIP Number) July 25, 2013 Date of Event Which Requires Filing of the Statement Check the appropriate box to designat

July 18, 2013 424B4

PROSPECTUS 29,913,044 Shares THE WHITEWAVE FOODS COMPANY Class A Common Stock

424B4 Table of Contents Filed Pursuant to Rule 424(b)(4) Registration File No. 333-189338 PROSPECTUS 29,913,044 Shares THE WHITEWAVE FOODS COMPANY Class A Common Stock This is a public offering of shares of Class A common stock of The WhiteWave Foods Company. Our Class A common stock is listed on the New York Stock Exchange under the symbol “WWAV.” On July 17, 2013, the last reported sales price o

July 16, 2013 CORRESP

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Correspondence BY EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.

July 16, 2013 CORRESP

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The WhiteWave Foods Company 12002 Airport Way Broomfield, CO 80021 July 16, 2013 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.

July 15, 2013 CORRESP

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Correspondence July 15, 2013 VIA EDGAR SUBMISSION Securities and Exchange Commission Division of Corporation Finance 100 F Street, NE Washington, DC 20549 Attention: Anne Nguyen Parker Re: The WhiteWave Foods Company Registration Statement on Form S-1 File Number 333-189338 Ladies and Gentlemen: On behalf of The WhiteWave Foods Company (the “Company”), submitted herewith for filing is Amendment No.

July 15, 2013 S-1/A

- FORM S-1/A

S-1/A 1 d548823ds1a.htm FORM S-1/A Table of Contents As filed with the Securities and Exchange Commission on July 15, 2013 Registration No. 333-189338 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 2 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 THE WHITEWAVE FOODS COMPANY (Exact name of registrant as specified in its charter) Delaware 2

July 15, 2013 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition - FORM 8-K

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): July 15, 2013 The WhiteWave Foods Company (Exact name of registrant as specified in its charter) Delaware 001-35708 46-0631061 (State or other jurisdiction of incorporation)

July 15, 2013 EX-99.1

WHITEWAVE FOODS REPORTS PRELIMINARY SECOND QUARTER 2013 RESULTS

Exhibit 99.1 WHITEWAVE FOODS REPORTS PRELIMINARY SECOND QUARTER 2013 RESULTS • Adjusted Diluted Earnings per Share Increases 28% to $0.16; $0.18 Diluted Earnings per Share on a GAAP Basis • Adjusted Net Sales Increases 10% to $616 Million on Volume Growth Across All Platforms; $616 Million in Net Sales and 11% Growth on a GAAP Basis • Consolidated Adjusted Operating Income Grows 16% in Q2 2013 BRO

July 10, 2013 CORRESP

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Correspondence July 9, 2013 VIA EDGAR SUBMISSION Securities and Exchange Commission Division of Corporation Finance 100 F Street, NE Washington, DC 20549 Attention: Anne Nguyen Parker Re: The WhiteWave Foods Company Registration Statement on Form S-1 File No.

July 10, 2013 EX-10.45

[This space intentionally left blank]

EX-10.45 Exhibit 10.45 EXCHANGE AGREEMENT dated as of [—], 2013 (this “Agreement”), among DEAN FOODS COMPANY, a Delaware corporation (“Dean Foods”), J.P. MORGAN SECURITIES LLC (“JPMS”), MERRILL, LYNCH, PIERCE, FENNER & SMITH INCORPORATED (“MLPFS” and, together with JPMS, the “Investment Entities”), and, solely with respect to Sections 4(b) and 6 through 17 hereof, THE WHITEWAVE FOODS COMPANY, a De

July 10, 2013 EX-1.1

THE WHITEWAVE FOODS COMPANY [—] Shares of Class A Common Stock Underwriting Agreement

EX-1.1 Exhibit 1.1 THE WHITEWAVE FOODS COMPANY [—] Shares of Class A Common Stock Underwriting Agreement [—], 2013 J.P. MORGAN SECURITIES LLC MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED As Representatives of the several Underwriters listed in Schedule 1 hereto c/o J.P. Morgan Securities LLC 383 Madison Avenue New York, New York 10179 c/o Merrill Lynch, Pierce, Fenner & Smith Incorporated On

July 10, 2013 S-1/A

- S-1/A

S-1/A Table of Contents As filed with the Securities and Exchange Commission on July 10, 2013 Registration No.

June 14, 2013 8-K

Other Events - FORM 8-K

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): June 14, 2013 The WhiteWave Foods Company (Exact name of registrant as specified in its charter) Delaware 001-35708 46-0631061 (State or other jurisdiction of incorporation)

June 14, 2013 COVER

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COVER June 14, 2013 BY ELECTRONIC SUBMISSION Securities and Exchange Commission 100 F Street, N.

June 14, 2013 S-1

Registration Statement - S-1

S-1 Table of Contents As filed with the Securities and Exchange Commission on June 14, 2013 Registration No.

June 10, 2013 8-K

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): June 10, 2013 The WhiteWave Foods Company (Exact name of registrant as specified in its charter) Delaware 001-35708 46-0631061 (State or other jurisdiction (Commission (I.R.S. Employe

June 10, 2013 EX-99

The WhiteWave Foods Company Announces Special Meeting of Stockholders To Consider the Conversion of Class B Shares into Class A Shares

EX-99 The WhiteWave Foods Company Announces Special Meeting of Stockholders To Consider the Conversion of Class B Shares into Class A Shares Broomfield, Colo.

June 10, 2013 SC 13G/A

WWAV / The WhiteWave Foods Co. / PRICE T ROWE ASSOCIATES INC /MD/ - WWAV AS OF 05/31/2013 Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* WHITEWAVE FOODS CO (Name of Issuer) COMMON STOCK (Title of Class of Securities) 966244105 (CUSIP Number) May 31, 2013 (Date of Event which Requires Filing of Statement) Check the appropriate box to designate the Rule pursuant to which this Schedule is fi

June 10, 2013 SC 13G/A

WWAV / The WhiteWave Foods Co. / Neuberger Berman Group LLC - NONE Passive Investment

SC 13G/A 1 doc1.htm NONE UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 02)* WHITEWAVE FOODS CO (Name of Issuer) Common (Title of Class of Securities) 966244105 (CUSIP Number) May 31, 2013 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to

May 31, 2013 SC 13G/A

WWAV / The WhiteWave Foods Co. / DEAN FOODS CO - SC 13G/A Passive Investment

SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* The WhiteWave Foods Company (Name of Issuer) Class A common stock, $0.01 par value (Title of Class of Securities) 966244105 (CUSIP Number) May 23, 2013 Date of Event Which Requires Filing of the Statement Check the appropriate box to designate

May 24, 2013 8-K

Changes in Control of Registrant, Other Events - LIVE FILING

The WhiteWave Foods Company (Form: 8-K) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.

May 24, 2013 EX-99

WHITEWAVE SPIN-OFF FROM DEAN FOODS COMPLETED Reduction in the Voting Rights of Class B Common Stock Effective; Stock Repurchase Program Authorized

EX-99 WHITEWAVE SPIN-OFF FROM DEAN FOODS COMPLETED Reduction in the Voting Rights of Class B Common Stock Effective; Stock Repurchase Program Authorized Broomfield, Colo.

May 13, 2013 EX-4.1

CLASS B COMMON STOCK THIS CERTIFICATE IS TRANSFERABLE IN CANTON, MA AND NEW YORK, NY CLASS B COMMON STOCK PAR VALUE $0.01 THE WHITEWAVE FOODS COMPANY INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE Certificate Number ZQ00000000 THIS CERTIFIES TH

EX-4.1 Exhibit 4.1 CLASS B COMMON STOCK THIS CERTIFICATE IS TRANSFERABLE IN CANTON, MA AND NEW YORK, NY CLASS B COMMON STOCK PAR VALUE $0.01 THE WHITEWAVE FOODS COMPANY INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE Certificate Number ZQ00000000 THIS CERTIFIES THAT is the owner of CUSIP 966244 20 4 SEE REVERSE FOR CERTAIN DEFINITIONS Shares * * 000000 ****************** * * * 000000 ********

May 13, 2013 8-A12B

- FORM 8-A12B

Form 8-A12B UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 THE WHITEWAVE FOODS COMPANY (Exact name of registrant as specified in its charter) Delaware 46-0631061 (State of incorporation or organization) (I.R.S. Employer Identification No.) 27

May 9, 2013 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) x Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Quarterly Period Ended March 31, 2013 or ¨ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Transition Period from to Commission File Number 00

May 9, 2013 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): May 9, 2013 (May 9, 2013) The WhiteWave Foods Company (Exact name of registrant as specified in its charter) Delaware 1-35708 46-0631061 (State or other Jurisdiction of Incorporation) (Commission File Number) (IRS Employer Identification No.

May 9, 2013 EX-10.7

AMENDED AND RESTATED TAX MATTERS AGREEMENT

Exhibit 10.7 AMENDED AND RESTATED TAX MATTERS AGREEMENT THIS AMENDED AND RESTATED TAX MATTERS AGREEMENT (this ?Agreement?) dated as of May 1, 2013 is made and entered into by Dean Foods Company, a Delaware corporation (?Dean Foods?), on behalf of itself and the Dean Foods Affiliates (as defined below), and The WhiteWave Foods Company, a Delaware corporation (?WhiteWave?), on behalf of itself and t

May 9, 2013 EX-10.9

THE WHITEWAVE FOODS COMPANY 2013 DIRECTOR’S RESTRICTED STOCK AWARD AGREEMENT

EX-10.9 Exhibit 10.9 THE WHITEWAVE FOODS COMPANY 2013 DIRECTOR’S RESTRICTED STOCK AWARD AGREEMENT THIS AGREEMENT (this “Agreement”), effective as of the date indicated on the Notice of Grant delivered herewith (the “Notice of Grant”), is made and entered into by and between The WhiteWave Foods Company, a Delaware corporation (the “Company”), and the individual named on the Notice of Grant (“you”).

May 9, 2013 EX-10.8

THE WHITEWAVE FOODS COMPANY EXECUTIVE SEVERANCE PAY PLAN Article 1. Purpose of the Plan

EX-10.8 Exhibit 10.8 THE WHITEWAVE FOODS COMPANY EXECUTIVE SEVERANCE PAY PLAN Article 1. Purpose of the Plan The purpose of The WhiteWave Executive Severance Pay Plan (the “Plan”) is to provide severance benefits to executive officers and certain other designated officers or employees of The WhiteWave Foods Company (the “Company”) and its Subsidiaries whose employment terminates under the circumst

May 9, 2013 EX-99.1

WHITEWAVE FOODS REPORTS STRONG FIRST QUARTER 2013 RESULTS

EX-99.1 Exhibit 99.1 WHITEWAVE FOODS REPORTS STRONG FIRST QUARTER 2013 RESULTS • Q1 2013 Adjusted Diluted Earnings per Share Increases 20% to $0.16 • Adjusted net Sales Increase 9% to $608 Million on Volume Growth Across All Brands in Q1 2013 • Consolidated Adjusted Operating Income Grew 20% in Q1 2013 • Reaffirms Full Year 2013 Adjusted Diluted Earnings per Share Guidance of $0.68 to $0.72 DALLAS

May 9, 2013 EX-10.5

THE WHITEWAVE FOODS COMPANY CHANGE IN CONTROL AGREEMENT

Exhibit 10.5 THE WHITEWAVE FOODS COMPANY CHANGE IN CONTROL AGREEMENT THIS CHANGE IN CONTROL AGREEMENT (this ?Agreement?) is entered into as of May 1, 2013, by and between The WhiteWave Foods Company, a Delaware corporation (together with its subsidiaries, the ?Company?), and [ ] (the ?Executive?), and will be effective as of the Distribution Effective Date (as defined below). RECITALS WHEREAS, the

May 9, 2013 EX-10.2

ALPRO SENIOR LEADERSHIP & STAFF 2013 SHORT-TERM INCENTIVE COMPENSATION PLAN Purpose: To (i) align employee variable cash compensation with the annual objectives of The WhiteWave Foods Company (“WhiteWave” or the “Company”), (ii) motivate employees to

EX-10.2 Exhibit 10.2 ALPRO SENIOR LEADERSHIP & STAFF 2013 SHORT-TERM INCENTIVE COMPENSATION PLAN Purpose: To (i) align employee variable cash compensation with the annual objectives of The WhiteWave Foods Company (“WhiteWave” or the “Company”), (ii) motivate employees to create sustained shareholder value, and (iii) ensure retention of key employees by ensuring that cash compensation remains compe

May 9, 2013 EX-10.1

WHITEWAVE CORPORATE 2013 SHORT-TERM INCENTIVE COMPENSATION PLAN Purpose: To (i) align employee variable cash compensation with the annual objectives of The WhiteWave Foods Company (“WhiteWave” or the “Company”), (ii) motivate employees to create sust

EX-10.1 Exhibit 10.1 WHITEWAVE CORPORATE 2013 SHORT-TERM INCENTIVE COMPENSATION PLAN Purpose: To (i) align employee variable cash compensation with the annual objectives of The WhiteWave Foods Company (“WhiteWave” or the “Company”), (ii) motivate employees to create sustained shareholder value, and (iii) ensure retention of key employees by ensuring that cash compensation remains competitive. Part

May 9, 2013 EX-10.6

THE WHITEWAVE FOODS COMPANY CHANGE IN CONTROL AGREEMENT

Exhibit 10.6 THE WHITEWAVE FOODS COMPANY CHANGE IN CONTROL AGREEMENT THIS CHANGE IN CONTROL AGREEMENT (this ?Agreement?) is entered into as of May 1, 2013, by and between The WhiteWave Foods Company, a Delaware corporation (together with its subsidiaries, the ?Company?), and [ ] (the ?Executive?), and will be effective as of the Distribution Effective Date (as defined below). RECITALS WHEREAS, the

May 9, 2013 EX-10.3

THE WHITEWAVE FOODS COMPANY 2013 RESTRICTED STOCK UNIT (“RSU”) AWARD AGREEMENT FOR EXECUTIVE OFFICERS

Exhibit 10.3 THE WHITEWAVE FOODS COMPANY 2013 RESTRICTED STOCK UNIT (?RSU?) AWARD AGREEMENT FOR EXECUTIVE OFFICERS This AGREEMENT (this ?Agreement?), effective as of the date indicated on the Notice of Grant delivered herewith (the ?Notice of Grant?), is made and entered into by and between The WhiteWave Foods Company, a Delaware corporation (the ?Company?), and the individual named on the Notice

May 9, 2013 EX-10.4

THE WHITEWAVE FOODS COMPANY 2013 NON-QUALIFIED STOCK OPTION AGREEMENT FOR EXECUTIVE OFFICERS

EX-10.4 5 d511661dex104.htm EX-10.4 Exhibit 10.4 THE WHITEWAVE FOODS COMPANY 2013 NON-QUALIFIED STOCK OPTION AGREEMENT FOR EXECUTIVE OFFICERS THIS AGREEMENT (this “Agreement”), effective as of the date indicated on the Notice of Grant delivered herewith (the “Notice of Grant”), is made and entered into by and between The WhiteWave Foods Company, a Delaware corporation (the “Company”), and the indi

May 2, 2013 8-K

Material Modification to Rights of Security Holders, Other Events - LIVE FILING

The WhiteWave Foods Company (Form: 8-K) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.

May 2, 2013 EX-99

The WhiteWave Foods Company Board of Directors Approves a Reduction in the Voting Rights of WhiteWave Class B Common Stock Dean Foods’ Board has approved a May 23rd Distribution Date for the Spin-Off

EX-99 The WhiteWave Foods Company Board of Directors Approves a Reduction in the Voting Rights of WhiteWave Class B Common Stock Dean Foods’ Board has approved a May 23rd Distribution Date for the Spin-Off Broomfield, Colo.

April 19, 2013 8-K

Submission of Matters to a Vote of Security Holders

8-K 1 htm47484.htm LIVE FILING UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): April 17, 2013 The WhiteWave Foods Company (Exact name of registrant as specified in its charter) Delaware 001-35708 46-0631061 (State or other jurisdic

April 10, 2013 SC 13G

WWAV / The WhiteWave Foods Co. / PRICE T ROWE ASSOCIATES INC /MD/ - WWAV AS OF 03/31/2013 Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* WHITEWAVE FOODS CO (Name of Issuer) COMMON STOCK (Title of Class of Securities) 966244105 (CUSIP Number) March 31, 2013 (Date of Event which Requires Filing of Statement) Check the appropriate box to designate the Rule pursuant to which this Schedule is f

March 19, 2013 DEF 14A

- DEFINITIVE PROXY STATEMENT

Definitive Proxy Statement Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

March 15, 2013 8-K

- LIVE FILING

The WhiteWave Foods Company (Form: 8-K) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.

February 21, 2013 SC 13G

WWAV / The WhiteWave Foods Co. / CITADEL ADVISORS LLC - SC 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) Information Statement Pursuant to Rules 13d-1 and 13d-2 Under the Securities Exchange Act of 1934 (Amendment No. )* The WhiteWave Foods Company (Name of Issuer) Class A common stock, par value $0.01 per share (Title of Class of Securities) 966244105 (CUSIP Number) February 15, 2013 Date of Event Whi

February 21, 2013 EX-99.1

JOINT FILING AGREEMENT

EX-99.1 2 v335787ex99-1.htm EX-99.1 EXHIBIT 99.1 JOINT FILING AGREEMENT The undersigned hereby agree that the Statement on Schedule 13G filed herewith (and any amendments thereto), relating to the Class A common stock of The WhiteWave Foods Company, a Delaware corporation, is being filed jointly with the Securities and Exchange Commission pursuant to Rule 13d-1(c) under the Securities Exchange Act

February 19, 2013 EX-10.17

EMPLOYMENT AGREEMENT

Exhibit 10.17 Exhibit 10.17 EMPLOYMENT AGREEMENT EMPLOYMENT AGREEMENT, dated as of December 4, 2012 to be effective as of October 26, 2012, by and between Dean Foods Company, a Delaware corporation (the “Parent”), The WhiteWave Foods Company, a Delaware corporation (the “Company”), and Kelly J. Haecker (“Executive”). W I T N E S S E T H: WHEREAS, Executive currently serves as Chief Financial Offic

February 19, 2013 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K

10-K 1 d451170d10k.htm 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For The Fiscal Year Ended December 31, 2012 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Co

February 19, 2013 EX-10.7

Confidential Materials omitted and filed separately with the Securities and Exchange Commission. Double asterisks denote omissions.

EX-10.7 9 d451170dex107.htm EXHIBIT 10.7 Confidential Materials omitted and filed separately with the Securities and Exchange Commission. Double asterisks denote omissions. Exhibit 10.7 AMENDED AND RESTATED CO-PACKING AGREEMENT THIS AMENDED AND RESTATED CO-PACKING AGREEMENT (“Agreement”), dated December 2, 2012, but effective as of the Effective Date (as defined below), is by and between WWF Opera

February 19, 2013 EX-10.25

Amendment To the Amended and Restated Change in Control Agreement

Exhibit 10.25 Exhibit 10.25 Amendment To the Amended and Restated Change in Control Agreement WHEREAS, Dean Foods Company, a Delaware Corporation (the “Company”) and Thomas N. Zanetich (the “Executive”) have previously entered into an Amended and Restated Change in Control Agreement (the “Change in Control Agreement”); WHEREAS, the Company has announced its intent to effect an initial public offer

February 19, 2013 EX-10.18

EMPLOYMENT AGREEMENT

Exhibit 10.18 EMPLOYMENT AGREEMENT EMPLOYMENT AGREEMENT, dated as of December 4, 2012 to be effective as of October 26, 2012, by and between Dean Foods Company, a Delaware corporation (the “Parent”), The WhiteWave Foods Company, a Delaware corporation (the “Company”), and Blaine E. McPeak (“Executive”). W I T N E S S E T H: WHEREAS, Executive currently serves as President of the Company; WHEREAS,

February 19, 2013 EX-10.19

EMPLOYMENT AGREEMENT

Exhibit 10.19 Exhibit 10.19 EMPLOYMENT AGREEMENT EMPLOYMENT AGREEMENT, dated as December 4, 2012 to be effective as of October 26, 2012, by and between Dean Foods Company, a Delaware corporation (the “Parent”), The WhiteWave Foods Company, a Delaware corporation (the “Company”), and Roger E. Theodoredis (“Executive”). W I T N E S S E T H: WHEREAS, Executive currently serves as Division General Cou

February 19, 2013 EX-10.41

The WhiteWave Foods Company Director Compensation Policy (effective January 1, 2013)

Exhibit 10.41 Exhibit 10.41 The WhiteWave Foods Company Director Compensation Policy (effective January 1, 2013) The WhiteWave Foods Company (“WhiteWave”) provides the compensation described below to its non-employee directors. WhiteWave’s directors who are full-time employees of WhiteWave or Dean Foods Company receive no additional compensation for service as a WhiteWave director. Cash and Equity

February 19, 2013 EX-10.9

Confidential Materials omitted and filed separately with the Securities and Exchange Commission. Double asterisks denote omissions.

Exhibit 10.9 Confidential Materials omitted and filed separately with the Securities and Exchange Commission. Double asterisks denote omissions. Exhibit 10.9 LICENSE AGREEMENT THIS LICENSE AGREEMENT (the “Agreement”), effective as of December 1, 2012 (the “Effective Date”), is made by and between DEAN FOODS COMPANY, a Delaware corporation, with its principal place of business located at 2711 North

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