NCG060328_Name-Owner Change Supporting Info_4/30/2020

DPW Draft 412 812 0
ASSIGNMENT, BILL OF SALE, DEED, AND CONVEYANCE
This Assignment, Bill of Sale, Deed, and Conveyance (this "Agreement') is entered into
as of May 1, 2020, by and between (i) Alta -Dena Certified Dairy, LLC, a Delaware limited
liability company ("Alta -Dena'), (ii) Country Fresh, LLC, a Michigan limited liability company
("Country Fresh"), (iii) Dean Dairy Holdings, LLC, a Delaware limited liability company
("DDH"), (iv) Dean Foods Company, a Delaware corporation ("DFC"), (v) Dean Foods of
Wisconsin, LLC, a Delaware limited liability company ("DFW"), (vi) Dean Foods North
Central, LLC, a Delaware limited liability company ("DFNC"), (vii) Dean Holding Company, a
Wisconsin corporation ("DHC"), (viii) Garelick Farms, LLC, a Delaware limited liability
company ("Garelick"), (ix) Mayfield Dairy Farms, LLC, a Delaware limited liability company
("Ma. f�"), (x) Reiter Dairy, LLC, a Delaware limited liability company ("Reiter"), (xi)
Shenandoah's Pride, LLC, a Delaware limited liability company ("Shenandoah"), (xii) Southern
Foods Group, LLC, a Delaware limited liability company ("SFG" ), (xiii) Suiza Dairy Group,
LLC, a Delaware limited liability company ("SDG"), (xiv) Tuscan/Lehigh Dairies, Inc., a
Delaware corporation ("Tuscan/Lehigh"), (xv) Verifine Dairy Products of Sheboygan, LLC, a
Wisconsin limited liability company ("Verifine", together with Alta -Dena, Country Fresh, DDH,
DFC, DHC, DFW, DFNC, Garelick, Mayfield, Reiter, Shenandoah, SFG, SDG and
Tuscan/Lehigh, collectively, "Transferor') and (xvi) Dean Dairy Fluid, LLC, a Delaware limited
liability company ("Transferee').
WHEREAS, Transferor, together with certain of its Affiliates, has entered into a certain
Asset Purchase Agreement, dated as of April 6, 2020 (the "Purchase Agreement"), with an
Affiliate of Transferee, pursuant to which, among other things, Transferee has agreed to purchase
from the Transferor, and Transferor has agreed to sell to Transferee, certain interests and
properties as further described herein upon the terms and subject to the conditions set forth in the
Purchase Agreement (collectively, the "Transaction");
WHEREAS, the execution, delivery and performance of this Agreement is an integral
part of the transactions contemplated by the Purchase Agreement; and
WHEREAS, Transferor and Transferee now desire to consummate the Transaction in part
by the execution and delivery of this Agreement in order to give immediate effect thereto.
NOW, THEREFORE, pursuant to the Purchase Agreement and in consideration of the
mutual covenants and agreements set forth in this Agreement, and for other good and valuable
consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto
hereby agree as follows:
1. Assignment. The conveyance and assignment herein shall be deemed effective as
of the Effective Time. For and in consideration of the sum of Ten Dollars ($10) and other good
and valuable consideration, the receipt and sufficiency of which is acknowledged, (i) Alta -Dena
does hereby forever grant, sell, transfer, convey and deliver to Transferee all fixtures, equipment
and other personal property located on the real estate described on Exhibit A attached hereto and
made a part hereof ("Alta -Dena Property'), (ii) Country Fresh does hereby forever grant, sell,
transfer, convey and deliver to Transferee all fixtures, equipment and other personal property
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located on the real estate described on Exhibit B attached hereto and made a part hereof
("Country Fresh Property), (iii) DDH does hereby forever grant, sell, transfer, convey and
deliver to Transferee all fixtures, equipment and other personal property located on the real
estate described on Exhibit C attached hereto and made a part hereof ("DDH Property"), (iv)
DFC does hereby forever grant, sell, transfer, convey and deliver to Transferee all fixtures,
equipment and other personal property located on the real estate described on Exhibit D attached
hereto and made a part hereof ("DFC Property"), (v) DFW does hereby forever grant, sell,
transfer, convey and deliver to Transferee all fixtures, equipment and other personal property
located on the real estate described on Exhibit E attached hereto and made a part hereof ("DFW
Pro e "), (vi) DFNC does hereby forever grant, sell, transfer, convey and deliver to Transferee
all fixtures, equipment and other personal property located on the real estate described on Exhibit
F attached hereto and made a part hereof ("DFNC Property"), (vii) DHC does hereby forever
grant, sell, transfer, convey and deliver to Transferee all fixtures, equipment and other personal
property located on the real estate described on Exhibit G attached hereto and made a part hereof
("DHC Property"), (viii) Garelick does hereby forever grant, sell, transfer, convey and deliver to
Transferee all fixtures, equipment and other personal property located on the real estate
described on Exhibit H attached hereto and made a part hereof ("Garelick Property'), (ix)
Mayfield does hereby forever grant, sell, transfer, convey and deliver to Transferee all fixtures,
equipment and other personal property located on the real estate described on Exhibit I attached
hereto and made a part hereof ("Mayfield Property"), (x) Reiter does hereby forever grant, sell,
transfer, convey and deliver to Transferee all fixtures, equipment and other personal property
located on the real estate described on Exhibit J attached hereto and made a part hereof ("Reiter
Pro e "), (xi) Shenandoah does hereby forever grant, sell, transfer, convey and deliver to
Transferee all fixtures, equipment and other personal property located on the real estate
described on Exhibit K attached hereto and made a part hereof ("Shenandoah Property"), (xii)
SFG does hereby forever grant, sell, transfer, convey and deliver to Transferee all fixtures,
equipment and other personal property located on the real estate described on Exhibit L attached
hereto and made a part hereof ("SFG Property"), (xiii) SDG does hereby forever grant, sell,
transfer, convey and deliver to Transferee all fixtures, equipment and other personal property
located on the real estate described on Exhibit M attached hereto and made a part hereof ("SDG
Pro e "), (xiv) Tuscan/Lehigh does hereby forever grant, sell, transfer, convey and deliver to
Transferee all fixtures, equipment and other personal property located on the real estate
described on Exhibit N attached hereto and made a part hereof ("Tuscan/Lehigh Property') and
(xv) Verifine does hereby forever grant, sell, transfer, convey and deliver to Transferee all
fixtures, equipment and other personal property located on the real estate described on Exhibit O
attached hereto and made a part hereof ("Verifine Property", together with Alta -Dena Property,
Country Fresh Property, DDH Property, DFC Property, DHC Property, DFW Property, Garelick
Property, Mayfield Property, Reiter Property, Shenandoah Property, SFG Property, SDG
Property, Tuscan/Lehigh Property and Verifine Property, the "Transferred Property ').
2. Representations and Warranties.
a. Transferor hereby represents and warrants to Transferee that: (i)
Transferor is the sole and absolute owner of the Transferred Property, free and clear from all
Encumbrances (other than Permitted Encumbrances), (ii) Transferor has made no prior
assignments, transfers or hypothecations of the Transferred Property, and (iii) Transferor has full
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right, power and authority to transfer the Transferred Property to Transferee and to enter into and
make this Bill of Sale, Deed and Conveyance.
b. All other representations and warranties (including, without limitation,
warranties of fitness for particular purpose) are excluded.
3. Subrogation of Covenants and Warranties. To the extent transferable, Transferee
shall be and is hereby subrogated to all covenants and warranties of title by parties (other than
Assignor and Affiliates of Assignor) heretofore given or made to Transferor or its predecessors
in title with respect and to the extent applicable to the Transferred Property.
4. Excluded Liabilities and Excluded Assets. The Transferor shall retain and remain
solely responsible for, and Transferee shall not, and does not, assume or in any way become
responsible for, any of the Excluded Liabilities. The Transferor shall retain all, and Transferee
shall not, and does not, acquire any, right, title, or interest in, to or under the Excluded Assets.
5. Purchase Agreement. This Agreement is subject in all respects to the terms and
conditions of the Purchase Agreement. This Agreement is given to further evidence (and give
immediate effect to) the transfers and assignments of the interests in the Acquired Assets
contemplated by the Purchase Agreement upon the terms and conditions specified therein.
Nothing contained in this Agreement shall in any way supersede, modify, replace, amend,
change, rescind, waive, exceed, expand, reduce, enlarge or in any way affect the provisions,
including warranties, covenants, agreements, conditions, representations or, in general, any of
the rights and remedies, and any of the obligations, of Transferor or Transferee set forth in the
Purchase Agreement. In the event of any conflict or inconsistency between the terms of the
Purchase Agreement and the terms hereof, the terms of the Purchase Agreement will govern.
6. Notices. All notices and other communications to be given under the terms of this
Agreement or which any of the parties desire to give hereunder shall be in writing and shall be
made in accordance with Section 14.02 (Notices) of the Purchase Agreement.
7. Governing Law; Jurisdiction. The parties hereto hereby agree that the provisions
of Section 14.09 (Governing Law; Consent to Jurisdiction and Venue; Jury Trial Waiver) of the
Purchase Agreement are hereby made part of this Agreement as if they were contained herein,
mutatis mutandis.
8. Headings. The headings in this Agreement are for convenience of reference only
and shall not limit or otherwise affect the meaning hereof.
9. Defined Terms. All capitalized terms used but not otherwise defined herein shall
have the respective meanings set forth in the Purchase Agreement.
10. Counterparts. This Agreement may be executed in one (1) or more counterparts,
each of which will be deemed to be an original of this Agreement and all of which, when taken
together, will constitute one and the same instrument. Notwithstanding anything to the contrary
in Section 14.02 of the Purchase Agreement, delivery of an executed counterpart of a signature
page to this Agreement by email attachment will be effective as delivery of a manually executed
counterpart of this Agreement or such amendment, as applicable.
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11. Miscellaneous. The terms and provisions of this Agreement are intended solely
for the benefit of the parties hereto and their respective successors and assigns, and nothing in
this Agreement is intended or shall be construed to give any other Person any legal or equitable
right, remedy or claim under, or in respect of, this Agreement or any provision contained herein.
This Agreement will inure to the benefit of and bind the respective successors and assigns of the
parties hereto. This Agreement may be terminated, amended or modified, and any of the terms,
covenants or conditions hereof may be waived, only by a writing signed by each of the parties
hereto or, in the case of a waiver, by the party or parties waiving compliance. Each item and
provision of this Agreement is intended to be severable, and if any term or provision of this
Agreement is determined by a court of competent jurisdiction to be unenforceable for any reason
whatsoever that term or provision shall be ineffectual and void and the validity of the remainder
of this Agreement shall not be adversely affected thereby. Each of the parties hereto has been
represented by its own counsel and acknowledges that it has participated in the drafting of this
Agreement, and any applicable rule of construction to the effect that ambiguities are to be
resolved against the drafting party shall not be applied in connection with the construction or
interpretation of this Agreement.
[Remainder of this page is intentionally left blank]
[Signature Pages Follow]
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IN WITNESS WHEREOF, Transferor and Transferee has each caused this Assignment,
Bill of Sale, Deed and Conveyance to be executed as of the date set forth in the first paragraph
hereof.
TRANSFEROR:
Alta -Dena Certified Dairy, LLC, a Delaware limited
liability company
By:
Name:
Title: Authorized Signatory
Country Fresh, LLC, a Michigan limited liability
company
By:
Name:
Title: Authorized Signatory
Dean Dairy Holdings, LLC, a Delaware limited liability
company
By:
Name:
Title: Authorized Signatory
Dean Foods Company, a Delaware corporation
By:
Name:
Title: Authorized Signatory
Dean Foods of Wisconsin, LLC, a Delaware limited
liability company
By:
Name:
Title: Authorized Signatory
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Dean Holding Company, a Wisconsin corporation
By:
Name:
Title: Authorized Signatory
Dean Foods North Central, LLC, a Delaware limited
liability company
By:
Name:
Title: Authorized Signatory
Garelick Farms, LLC, a Delaware limited liability
company
By:
Name:
Title: Authorized Signatory
Mayfield Dairy Farms, LLC, a Delaware limited liability
company
By:
Name:
Title: Authorized Signatory
Reiter Dairy, LLC, a Delaware limited liability company
By:
Name:
Title: Authorized Signatory
Shenandoah's Pride, LLC, a Delaware limited liability
company
By:
Name:
Title: Authorized Signatory
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Southern Foods Group, LLC, a Delaware limited
liability company
By:
Name:
Title: Authorized Signatory
Suiza Dairy Group, LLC, a Delaware limited liability
company
By:
Name:
Title: Authorized Signatory
Tuscan/Lehigh Dairies, Inc., a Delaware corporation
By:
Name:
Title: Authorized Signatory
Verifine Dairy Products of Sheboygan, LLC, a
Wisconsin limited liability company
By:
Name:
Title: Authorized Signatory
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IN WITNESS WHEREOF, Transferor and Transferee has each caused this Assignment,
Bill of Sale, Deed and Conveyance to be executed as of the date set forth in the first paragraph
hereof.
TRANSFEREE:
Dean Dairy Fluid, LLC, a Delaware limited liability
company
By:
Name:
Title:
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EXHIBIT A
ALTA-DENA PROPERTY
Owner
Street
City
State
Alta -Dena Certified Dairy, LLC
17851 East Railroad Street
City of
Industry
California
Alta -Dena Certified Dairy, LLC
7300 Central Avenue
Highland
California
Alta -Dena Certified Dairy, LLC
4656 Cardin Street
San Diego
California
Alta. -Dena Certified Dairy, LLC
17637 East Valley Boulevard
City of
industry
California
,4,6, It -
1W
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EXHIBIT B
COUNTRY FRESH PROPERTY
Owner
Street
City
State
Country Fresh, LLC
2437 Buchanan Ave. SW
Grand Rapids
Michigan
Country Fresh, LLC
107 Meeske Avenue
Marquette
Michigan
Country Fresh, LLC
198 Meeske Avenue
Marquette
Michigan
Country Fresh, LLC
200 Meeske Avenue
Marquette
Michigan
Country Fresh, LLC
325 W. S. Airport Road
Traverse City
Michigan
Country Fresh, LLC
4249 US Hwy 23 S.
Alpena
Michigan
Country Fresh, LLC
4250 US Hwy 23 S.
Alpena
Michigan
Country Fresh, LLC
4251 US Hwy 23 South
Alpena
Michigan
Country Fresh, LLC
2449 Buchanan Ave. SW
Grand Rapids
Michigan
Country Fresh, LLC
2555 Buchanan Ave. SW
Grand Rapids
Michigan
Country Fresh, LLC
5337 13 Mile Rd. NE
Rockford
Michigan
Country Fresh, LLC
263 Mart Street SW; 355
Mart Street; 2437 & 2555
Buchanan Ave SW
Wyoming
Michigan
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EXHIBIT C
DDH PROPERTY
Owner
Street
City
State
Dean Dairy Holdings, LLC
1675 State Road 472
Deland
Florida
Dean Dairy Holdings, LLC
315 N. Bumby Avenue
Orlando
Florida
Dean Dairy Holdings, LLC
Oneida Lane
S. Pymatuning
Township
Pennsylvania
Dean Dairy Holdings, LLC
1690 Oneida Lane
Sharpsville
Pennsylvania
Dean Dairy Holdings, LLC
1858 Oneida Lane
Sharpsville
Pennsylvania
Dean Dairy Holdings, LLC
1665 State Road 472
Deland
Florida
Dean Dairy Holdings, LLC
2731 E. Robinson Street
Orlando
Florida
Dean Dairy Holdings, LLC
650 S. Wickham Road
Melbourne
Florida
Dean Dairy Holdings, LLC
1290 Hodgesville Road
Dothan
Alabama
Dean Dairy Holdings, LLC
010 Indian School Rd. N.E.
Albuquerque
New Mexico
Dean Dairy Holdings, LLC
1700 2nd Street NW
Albuquerque
New Mexico
Dean Dairy Holdings, LLC
1716 Second NW
Albuquerque
New Mexico
Dean Dairy Holdings, LLC
1800-1802 2nd Street NW
Albuquerque
New Mexico
Dean Dairy Holdings, LLC
1911 2nd Street NW
Albuquerque
New Mexico
Dean Dairy Holdings, LLC
1930 1st St. NW
Albuquerque
New Mexico
Dean Dairy Holdings, LLC
301 Haines
Albuquerque
New Mexico
Dean Dairy Holdings, LLC
333 Aspen NW
Albuquerque
New Mexico
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Dean Dairy Holdings, LLC
1201 W. Apache Street
Farmington
New Mexico
Dean Dairy Holdings, LLC
2906 East Missouri Street
El Paso
Texas
Dean Dairy Holdings, LLC
2914 Wyoming Avenue
El Paso
Texas
Dean Dairy Holdings, LLC
2920 East Missouri Street
El Paso
Texas
Dean Dairy Holdings, LLC
510 North Piedras Street
El Paso
Texas
Dean Dairy Holdings, LLC
511 Raynor Street
El Paso
Texas
Dean Dairy Holdings, LLC
513 North Raynor Street
El Paso
Texas
Dean Dairy Holdings, LLC
600 North Piedras Street
El Paso
Texas
Dean Dairy Holdings, LLC
615 Raynor
El Paso
Texas
Dean Dairy Holdings, LLC
617 North Raynor Street
El Paso
Texas
Dean Dairy Holdings, LLC
619 North Raynor Street
El Paso
Texas
Dean Dairy Holdings, LLC
23916 Center
Harvard
Illinois
Dean Dairy Holdings, LLC
Maxon Road
Harvard
Illinois
Dean Dairy Holdings, LLC
1126 Kilburn Avenue
Rockford
Illinois
Dean Dairy Holdings, LLC
1205 Kilburn Avenue
Rockford
Illinois
Dean Dairy Holdings, LLC
1212 Kilburn Avenue
Rockford
Illinois
Dean Dairy Holdings, LLC
920 Taylor Street
Rockford
Illinois
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Dean Dairy Holdings, LLC
201 University Avenue
Lubbock
Texas
Dean Dairy Holdings, LLC
11818 West Highway 80
Midland
Texas
Dean Dairy Holdings, LLC
435 Mathis Mill Road
Albertville
Alabama
Dean Dairy Holdings, LLC
70 Quail Hollow Rd
Clarksville
Tennessee
Dean Dairy Holdings, LLC
921 E. Baddour Parkway
Lebanon
Tennessee
Dean Dairy Holdings, LLC
320 - 324 Murfreesboro Pike
Nashville
Tennessee
Dean Dairy Holdings, LLC
354 Murfreesboro Pike
Nashville
Tennessee
Dean Dairy Holdings, LLC
360-363 Murfreesboro Road
Nashville
Tennessee
Dean Dairy Holdings, LLC
366 Murfreesboro Pike
Nashville
Tennessee
Dean Dairy Holdings, LLC
384 Murfreesboro Pike
Nashville
Tennessee
Dean Dairy Holdings, LLC
502 & 504 EXPRESSWAY
PK DR
Nashville
Tennessee
Dean Dairy Holdings, LLC
508 & 512 EXPRESSWAY
PK DR
Nashville
Tennessee
Dean Dairy Holdings, LLC
516 & 530 EXPRESSWAY
PK DR
Nashville
Tennessee
Dean Dairy Holdings, LLC
1644 Robert Matthews
Parkway
Sparta
Tennessee
Dean Dairy Holdings, LLC
117 Jetplex Blvd SW
Madison
Alabama
Dean Dairy Holdings, LLC
2908 Denton Road
Tuscumbia
Alabama
Dean Dairy Holdings, LLC
432 Dishman Lane
Bowling Green
Kentucky
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Dean Dairy Holdings, LLC 2401 Walnut Street Lebanon Pennsylvania
►II
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EXHIBIT D
DFC PROPERTY
Owner
Street
City
State
Dean Foods Company
23914 Center St
Harvard
Illinois
Dean Foods Company
24114 Rt 173
Harvard
Illinois
Dean Foods Company
6230 1/2 Oak Drive
Harvard
Illinois
Dean Foods Company
6303 Maxon Road
Harvard
Illinois
Dean Foods Company
6306 Maxon Street
Harvard
Illinois
Dean Foods Company
6313 Maxon Road
Harvard
Illinois
Dean Foods Company
1700 N. Old US 31
Rochester
Indiana
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EXHIBIT E
DFW PROPERTY
Owner
Street
City
State
Dean Foods of Wisconsin, LLC
3399 South Ridge Road
Ashwaubenon
Wisconsin
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EXHIBIT F
DFNC PROPERTY
Owner
Street
City
State
Dean Foods North Central, LLC
1188 Lincoln Street
Le Mars
Iowa
x
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EXHIBIT G
DHC PROPERTY
Owner
Street
City
State
Dean Holding Company
3600 River Road
Franklin Park
Illinois
W
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EXHIBIT H
GARELICK PROPERTY
Owner
Street
City
State
Garelick Farms, LLC
504 3rd Ave. Ext.
East
New York
Greenbush
Garelick Farms, LLC
117 Cumberland Boulevard
Florence
New
Jersey
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EXHIBIT I
MAYFIELD PROPERTY
Owner
Street
City
State
Mayfield Dairy Farms, LLC
1005 Jones Street
Athens
Tennessee
Mayfield Dairy Farms, LLC
806-808 E. Madison Ave.
Athens
Tennessee
Mayfield Dairy Farms, LLC
902 MOORE STREET
Athens
Tennessee
Mayfield Dairy Farms, LLC
904 MOORE STREET
Athens
Tennessee
Mayfield Dairy Farms, LLC
911 INGLESIDE AVE
Athens
Tennessee
Mayfield Dairy Farms, LLC
Ingleside Avenue
Athens
Tennessee
Mayfield Dairy Farms, LLC
330 Industrial Drive
Rainsville
Alabama
Mayfield Dairy Farms, LLC
132 Beasley Street
Blairsville
Georgia
Mayfield Dairy Farms, LLC
145 W. Georgia Industrial
Blvd.
Carrollton
Georgia
Mayfield Dairy Farms, LLC
1971 Delk Industrial. Blvd.
SE
Marietta.
Georgia
Mayfield Dairy Farms, LLC
15 Eden Valley Road SE
Rome
Georgia
Mayfield Dairy Farms, LLC
911 BERRY SHOALS RD
Duncan
South
Carolina
Mayfield Dairy Farms, LLC
1001 JONES STREET
Athens
Tennessee
Mayfield Dairy Farms, LLC
1003 Jones Street
Athens
Tennessee
Mayfield Dairy Farms, LLC
2819 NORTHRIDGE DR
Athens
Tennessee
Mayfield Dairy Farms, LLC
813 Madison Avenue
Athens
Tennessee
Mayfield Dairy Farms, LLC
Slack Road
Athens
Tennessee
Mayfield Dairy Farms, LLC
THOMPSON &
SHOEMAKER
Athens
Tennessee
Mayfield Dairy Farms, LLC
2121 S. POLYMER DR
Chattanooga
Tennessee
Mayfield Dairy Farms, LLC
210 WOODLAWN RD
Crossville
Tennessee
Mayfield Dairy Farms, LLC
1048 Ford Town Rd.
Kingsport
Tennessee
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Mayfield Dairy Farms, LLC
9725 Parkside Drive
Knoxville
Tennessee
Mayfield Dairy Farms, LLC
328 Industrial Ave.
Morristown
Tennessee
r4di
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EXHIBIT J
REITER PROPERTY
Owner
Street
City
State
Reiter Dairy, LLC
1940 Commerce Circle
Springfield
Ohio
Reiter Dairy, LLC
1941 Commerce Circle
Springfield
Ohio
Reiter Dairy, LLC
1961 Commerce Circle
Springfield
Ohio
Reiter Dairy, LLC
1980 Commerce Circle
Springfield
Ohio
Reiter Dairy, LLC
1988 Commerce Circle
Springfield
Ohio
A
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EXHIBIT K
SHENANDOAH PROPERTY
Owner
Street
City
State
Shenandoah's Pride, LLC
1433 Oakmont Dr.
Hagerstown
Maryland
Shenandoah's Pride, LLC
168 Dinkle Avenue
Mount
Crawford
Virginia
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EXHIBIT L
SFG PROPERTY
Owner
Street
City
State
Southern Foods Group, LLC
1325 W. Oxford Avenue
Englewood
Colorado
Southern Foods Group, LLC
450 25th Street
Greeley
Colorado
Southern Foods Group, LLC
301 3rd Avenue South
Great Falls
Montana
Southern Foods Group, LLC
301 4th Avenue South
Great Falls
Montana
Southern Foods Group, LLC
307 3rd Avenue South
Great Falls
Montana
Southern Foods Group, LLC
320 4th Street
Great Falls
Montana
Southern Foods Group, LLC
5920 Sandpiper Drive
Missoula
Montana
Southern Foods Group, LLC
6350 East Centennial Pkwy.
North Las
Vegas
Nevada
Southern Foods Group, LLC
1502 & 1510 Scott
Houston
Texas
Southern Foods Group, LLC
1603 Roberts
Houston
Texas
Southern Foods Group, LLC
3312 Leeland Street
Houston
Texas
Southern Foods Group, LLC
3417 Leeland Street
Houston
Texas
Southern Foods Group, LLC
Top Dog Site
Houston
Texas
Southern Foods Group, LLC
1314 Fredericksburg Road
San Antonio
Texas
Southern Foods Group, LLC
490 IH 10 S.
Beaumont
Texas
Southern Foods Group, LLC
4810 & 4820 Forge Road
Colorado
Springs
Colorado
Southern Foods Group, LLC
563 Sandhill Lane
Grand Junction
Colorado
Southern Foods Group, LLC
2400 5th Avenue
Greeley
Colorado
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Southern Foods Group, LLC
2508 6th Ave.
Greeley
Colorado
Southern Foods Group, LLC
408 26th Street
Greeley
Colorado
Southern Foods Group, LLC
1301 W. Bannock Street
Boise
Idaho
Southern Foods Group, LLC
1312 W. Idaho St.
Boise
Idaho
Southern Foods Group, LLC
1322 W. Idaho St.
Boise
Idaho
Southern Foods Group, LLC
208 N. 17th St.
Boise
Idaho
Southern Foods Group, LLC
828 S. 17th St.
Boise
Idaho
Southern Foods Group, LLC
Part of 1322 and 1324 W.
Idaho St.
Boise
Idaho
Southern Foods Group, LLC
101 S. Eastern Ave
Idaho Falls
Idaho
Southern Foods Group, LLC
227 3rd Ave W
Twin Falls
Idaho
Southern Foods Group, LLC
3927 Lakeside Dr.
Alexandria
Louisiana
Southern Foods Group, LLC
102 S. 27TH ST.
Billings
Montana
Southern Foods Group, LLC
109 S. Broadway
Billings
Montana
Southern Foods Group, LLC
406 Sugar Avenue
Billings
Montana
Southern Foods Group, LLC
Corner of State Ave. & Sugar
Ave
Billings
Montana
Southern Foods Group, LLC
2401 Cobban St.
Butte
Montana
Southern Foods Group, LLC
218 4th Street South
Great Falls
Montana
Southern Foods Group, LLC
300 3rd Avenue South
Great Falls
Montana
Southern Foods Group, LLC
312 3rd Ave South
Great Falls
Montana
Southern Foods Group, LLC
1624 Lewis St.
Helena
Montana
Southern Foods Group, LLC
1300 Two Mile Drive
Kalispell
Montana
Southern Foods Group, LLC
2408 E. H Ave.
La Grande
Oregon
Southern Foods Group, LLC
1819 Rutland
Austin
Texas
Southern Foods Group, LLC
1901 Rutland Dr.
Austin
Texas
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Southern Foods Group, LLC
3020 South Haskell Avenue
Dallas
Texas
Southern Foods Group, LLC
3114 South Haskell Avenue
Dallas
Texas
Southern Foods Group, LLC
3214 S. Haskell Ave.
Dallas
Texas
Southern Foods Group, LLC
3301 South Haskell Avenue
Dallas
Texas
Southern Foods Group, LLC
3233-35 Alpine
Dallas
Texas
Southern Foods Group, LLC
3303, 07, 11, 19, 23, 27
Alpine
Dallas
Texas
Southern Foods Group, LLC
4615, 4619 & 4629 Silver;
4727 Sapphire St
Dallas
Texas
Southern Foods Group, LLC
4820 Sapphire St. (part of
3215 S Haskell Ave).
Dallas
Texas
Southern Foods Group, LLC
Hobbs Cul-De-Sac
Dallas
Texas
Southern Foods Group, LLC
3430 Leeland Street
Houston
Texas
Southern Foods Group, LLC
8119 San Dario
Laredo
Texas
Southern Foods Group, LLC
217 South 6th Street
McAllen
Texas
Southern Foods Group, LLC
525 Beaumont Avenue
McAllen
Texas
Southern Foods Group, LLC
1418 Summit Ave. (1318
Fredericksburg Rd)
San Antonio
Texas
Southern Foods Group, LLC
211 Moberly Street
San Antonio
Texas
Southern Foods Group, LLC
215 Moberly Street
San Antonio
Texas
Southern Foods Group, LLC
217 Moberly Street
San Antonio
Texas
Southern Foods Group, LLC
219 Moberly Street
San Antonio
Texas
Southern Foods Group, LLC
223 Moberly Street
San Antonio
Texas
Southern Foods Group, LLC
225 Moberly Street
San Antonio
Texas
Southern Foods Group, LLC
Lots 14, 15, 16 & 17 Block 1
Moberly Street
San Antonio
Texas
Southern Foods Group, LLC
325 Indiana Avenue
Wichita Falls
Texas
Southern Foods Group, LLC
3730 W. 1820 S.
Salt Lake City
Utah
Southern Foods Group, LLC
3756 W. 1820 South
Salt Lake City
Utah
#93180357v2

Southern Foods Group, LLC
570 N. 2500 W.
Vernal
Utah
Southern Foods Group, LLC
823 W. 21st St.
Cheyenne
Wyoming
Southern Foods Group, LLC
1221 Beck St.
Cody
Wyoming
Southern Foods Group, LLC
480 Iron Street
Evansville
Wyoming
Southern Foods Group, LLC
66 Center St.
Rock Springs
Wyoming
#93180357v2

EXHIBIT M
SDG PROPERTY
Owner
Street
City
State
Suiza Dairy Group, LLC
1019 Flaxmill Road
Huntington
Indiana
Suiza Dairy Group, LLC
2221 N. Patterson Avenue
Winston-Salem
North
Carolina
Suiza Dairy Group, LLC
2237 Patterson Avenue
Winston-Salem
North
Carolina
Suiza Dairy Group, LLC
800 E. 21 st St.
Winston-Salem
North
Carolina
Suiza Dairy Group, LLC
112 15TH AVE. N.
Nashville
Tennessee
Suiza Dairy Group, LLC
128 15th Avenue
Nashville
Tennessee
Suiza Dairy Group, LLC
132 15th Avenue N
Nashville
Tennessee
Suiza Dairy Group, LLC
1401 Church Street
Nashville
Tennessee
Suiza Dairy Group, LLC
1411 Church Street
Nashville
Tennessee
Suiza Dairy Group, LLC
225 14th Avenue N.
Nashville
Tennessee
Suiza Dairy Group, LLC
Hynes Ave.
Nashville
Tennessee
Suiza Dairy Group, LLC
1350 West Fairfield Road
High Point
North
Carolina
Suiza Dairy Group, LLC
1805 Gordon Highway
Augusta
Georgia
Suiza Dairy Group, LLC
10 Trident Dr.
Arden
North
Carolina
Suiza Dairy Group, LLC
826 Plantation Drive
Burlington
North
Carolina
Suiza Dairy Group, LLC
210 Fairway Road
Jacksonville
North
Carolina
Suiza Dairy Group, LLC
8660 Fairforest Road
Spartanburg
South
Carolina
Suiza Dairy Group, LLC
8690 Fairforest Road
Spartanburg
South
Carolina
#93180357v2

Suiza Dairy Group, LLC
1601 N. Roberts Ave.
Lumberton
North
Carolina
Suiza Dairy Group, LLC
1050 N US Highway 52N
Mt. Airy
North
Carolina
Suiza Dairy Group, LLC
2900 Bristol Hwy.
Johnson City
Tennessee
Suiza Dairy Group, LLC
3300 The Plaza
Charlotte
North
Carolina
Suiza Dairy Group, LLC
1105 N. Williams St.
Goldsboro
North
Carolina
Suiza Dairy Group, LLC
774 E. US Highway 74
Rockingham
North
Carolina
Suiza Dairy Group, LLC
116 N. Montague Road
Columbia
South
Carolina
Suiza Dairy Group, LLC
4601 Dairy Drive
Greenville
South
Carolina
Suiza Dairy Group, LLC
4613 Dairy Drive
Greenville
South
Carolina
Suiza Dairy Group, LLC
7153 Cross County Rd.
North
South
Charleston
Carolina
Suiza Dairy Group, LLC
1291 New Cut Road
Spartanburg
South
Carolina
Suiza Dairy Group, LLC
1st Ave. & 4th Street
Big Stone Gap
Virginia
Suiza Dairy Group, LLC
37306 Gov. G. C. Perry Hwy
Bluefield
Virginia
Suiza Dairy Group, LLC
1821 Ware Bottom Springs
Chester
Virginia
Road
Suiza Dairy Group, LLC
8816 Midway West Rd.
Raleigh
North
Carolina
#93180357v2

EXHIBIT N
TUSCAN/LEHIGH PROPERTY
Owner
Street
City
State
Tuscan/Lehigh Dairies, Inc.
880 Allentown Road
Lansdale
Pennsylvania
Tuscan/Lehigh Dairies, Inc.
Rd 1, 110 Manheim Road
North
Manheim
Pennsylvania
Tuscan/Lehigh Dairies, Inc.
100 W. Spicer Ave.
Wildwood
New Jersey
kvJ
#93180357v2

EXHIBIT O
VERIFINE PROPERTY
Owner
Street
City
State
Verifine Dairy Products of
Sheboygan, LLC
1118 N. 17th Street
Sheboygan
Wisconsin
#93180357v2