AMENDMENT NO. 1
AMENDMENT NO. 1 (this “ Amendment No. 1 ”) dated as of August 25, 2008 among COCA-COLA
BOTTLING CO. CONSOLIDATED (the “ Borrower ”), the Lenders executing this Amendment No. 1 on the
signature pages hereto and Citibank, N.A., in its capacity as administrative agent (the “ Administrative Agent ”)
under the Credit Agreement referred to below.
WHEREAS, the Borrower, the Lenders party thereto and the Administrative Agent are parties to an
Amended and Restated Credit Agreement dated as of March 8, 2007 (as amended and supplemented and in
effect immediately prior to the date hereof, the “ Credit Agreement ”), providing, subject to the terms and
conditions thereof, for revolving credit loans to the Borrower.
NOW THEREFORE, the parties hereto wish now to amend the Credit Agreement in certain respects,
and, accordingly, the parties hereto hereby agree as follows:
Section 1. Definitions . Except as otherwise defined in this Amendment No. 1, terms defined in the Credit
Agreement are used herein as defined therein.
Section 2. Amendments . Subject to the satisfaction of the conditions precedent specified in Section 4
below, but effective as of the date hereof, the Credit Agreement shall be amended as follows:
2.01. References Generally . References in the Credit Agreement (including references to the Credit
Agreement as amended hereby) to “this Agreement” (and indirect references such as “hereunder”, “hereby”,
“herein” and “hereof) shall be deemed to be references to the Credit Agreement as amended hereby.
2.02. Certain Defined Terms . Section 1.01 of the Credit Agreement is hereby amended by amending the
definition of “Consolidated Operating Income” contained therein to read in its entirety as follows:
“ Consolidated Operating Income ” shall mean, for any period, the net income of the Borrower and its
Consolidated Subsidiaries, before any deduction in respect of interest or taxes, dete