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Keurig Dr Pepper announces secondary offering on behalf of Mondelēz International

Keurig Dr Pepper Tony Milikin

BURLINGTON, Mass. and FRISCO, Texas, US – Keurig Dr Pepper announced the commencement of a registered public secondary offering of 28 million shares of the Company’s outstanding common stock, on behalf of Mondelēz International Holdings LLC (“Mondelēz”). Mondelēz has also granted the underwriter a 30-day option to purchase up to 4,200,000 additional shares. All of the shares in the offering will be sold by Mondelēz.

This sale of shares represents approximately 2.0% of the Company’s outstanding common stock (or approximately 2.3% assuming full exercise of the underwriter’s option to purchase additional shares).

Keurig Dr Pepper is not selling any shares of common stock and will not receive any proceeds from the offering. Upon completion of the offering, Mondelēz will own approximately 6.4% of the Company’s outstanding common stock (or approximately 6.1% assuming full exercise of the underwriter’s option to purchase additional shares). At this ownership level, Mondelēz will retain one of its two board seats.

Goldman Sachs & Co. LLC is acting as the underwriter for the proposed offering.

The offering will be made only by means of an effective registration statement and a prospectus. Copies of the preliminary prospectus supplement and the accompanying prospectus relating to the proposed offering may be obtained from: Goldman Sachs & Co. LLC, Prospectus Department, 200 West Street, New York, New York 10282, telephone: 1-866-471-2526, facsimile: 212-902-9316 or by emailing Prospectus-ny@ny.email.gs.com.

Copies of the preliminary prospectus supplement and the related prospectus may also be obtained free of charge from the website of the U.S. Securities and Exchange Commission (the “SEC”) at http://www.sec.gov.

The Company has previously filed with the SEC a registration statement (including a prospectus) on Form S-3 (File No. 333-233477) and a prospectus supplement, each dated August 27, 2019, as well as a preliminary prospectus supplement for the offering to which this communication relates. Before you invest, you should read the prospectus in that registration statement and other documents the issuer has filed with the SEC for more complete information about the issuer and this offering. Copies of the registration statement can be accessed through the SEC’s website at www.sec.gov. This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction.