Exhibit 99.3

IN THE SUPERIOR COURT OF FULTON COUNTY STATE OF GEORGIA

NOTICE OF PENDENCY OF CLASS ACTION, PROPOSED

SETTLEMENT OF CLASS ACTION AND SETTLEMENT HEARING

PLEASE READ THIS NOTICE CAREFULLY AND IN ITS ENTIRETY. YOUR RIGHTS WILL BE AFFECTED BY THE LEGAL PROCEEDINGS IN THIS ACTION. IF THE COURT APPROVES THE PROPOSED SETTLEMENT, YOU WILL BE FOREVER BARRED FROM CONTESTING THE FAIRNESS OF THE PROPOSED SETTLEMENT OR PURSUING THE “RELEASED CLAIMS” (AS DEFINED BELOW).

IF YOU ARE A NOMINEE WHO HELD CCE COMMON STOCK FOR THE BENEFIT OF ANOTHER, READ THE SECTION BELOW AT SECTION XIII ENTITLED “NOTICE TO PERSONS OR ENTITIES HOLDING RECORD OWNERSHIP ON BEHALF OF OTHERS.”

The purpose of the Notice is to inform you of this lawsuit, a proposed settlement of the lawsuit, and a hearing to be held by the Superior Court of Fulton County, Georgia (the “Court” or the “Georgia Court”). The hearing will be held in the Fulton County Superior Court, 136 Pryor Street, S.W., Suite C-956, Atlanta, Georgia 30303, on June 8, 2011, at 10:00 a.m. E.T. (the “Settlement Hearing”) to (a) determine whether the consolidated action captioned In re Coca-Cola Shareholders Litigation pending in the Georgia Court as C.A. No. 2010-CV-182035 (the “Consolidated Georgia Action”) may be maintained as a class action and whether the Class (defined below) should be certified permanently, for settlement purposes, pursuant to O.C.G.A. §§ 9-11-23(a), 23(b)(1) and 23(b)(2); (b) determine whether plaintiffs Natalie Gordon, Robert Lang and Charles McPherson (collectively, “Plaintiffs”) may be designated as class representatives with the law firms of Chitwood Harley Harnes, LLP, Gardy & Notis, LLP and Faruqi & Faruqi, LLP as class counsel (“Class Counsel”), and whether such Plaintiffs and Class Counsel have adequately represented the interests of the Class in the Consolidated Georgia Action; (c) determine whether a Stipulation and Agreement of Compromise and Settlement dated as of January 14, 2011 (the “Settlement Agreement” or the “Stipulation”), and the terms and conditions of the Settlement (defined below) proposed in the Stipulation, are fair, reasonable and adequate and in the best interests of the members of the Class and should be approved by the Court; (d) determine whether a Judgment (defined below) should be entered dismissing the Consolidated Georgia Action and the Released Claims (defined below) as to the Released Parties (defined below) with prejudice as against Plaintiffs and the Class, releasing the Released Claims, and barring and enjoining prosecution of any and all Released Claims; (e) hear and rule on any objections to the Settlement; (f) consider the application of Class Counsel for an award of attorneys’ fees and reimbursement of expenses, and any objections thereto; and (g) rule on other such matters as the Court may deem appropriate.

THE DESCRIPTION OF THE CONSOLIDATED GEORGIA ACTION AND SETTLEMENT WHICH FOLLOWS HAS BEEN PREPARED BY COUNSEL FOR THE PARTIES. THE COURT HAS MADE NO FINDINGS WITH RESPECT TO SUCH MATTERS, AND THIS NOTICE IS NOT AN EXPRESSION OR STATEMENT BY THE COURT OF FINDINGS OF FACT.

On February 25, 2010, The Coca-Cola Company (“TCCC”), Coca-Cola Enterprises Inc. (now named Coca-Cola Refreshments USA, Inc., and referred to herein as “CCE”), International CCE, Inc. (now named Coca-Cola Enterprises, Inc., and referred to herein as “New CCE”) and Cobalt Subsidiary LLC (“Merger Sub”) announced that the companies had entered into a Business Separation and Merger Agreement (“Merger Agreement”). Pursuant to the Merger Agreement, immediately prior to the merger, CCE’s businesses of marketing, producing and distributing nonalcoholic beverages outside of the United States, Canada, the British Virgin Islands, the United States Virgin Islands and the Cayman Islands was separated and transferred to New CCE. Merger Sub then merged with and into CCE, with CCE continuing as the surviving corporation and a wholly owned subsidiary of TCCC. Each share of CCE common stock, other than the shares owned by TCCC, was converted automatically into the right to receive 1.000 share of New CCE common stock, and $10.00 in cash (the “Merger Consideration”). Upon completion of the transactions contemplated by the Merger Agreement (collectively, the “merger”), TCCC owns what were CCE’s North American business, and New CCE owns what were CCE’s European operations and its Canadian financing company. Also upon completion of the transactions contemplated by the Merger Agreement, CCE (as the resulting entity of the merger of Merger Sub with and into CCE) changed its name to Coca-Cola Refreshments USA, Inc., and New CCE (then International CCE, Inc.) changed its name to Coca-Cola Enterprises, Inc. As consideration for the acquisition of CCE’s North American assets and liabilities, TCCC surrendered its approximately 34% equity stake in CCE, and assumed $8.8 billion of CCE debt.

Pursuant to the Merger Agreement, New CCE shall have the right to purchase, for fair value (as mutually agreed), all of TCCC’s right, title and interest in Coca-Cola Erfrischungsgetrake AG on such terms and conditions as are mutually acceptable to TCCC and New CCE (the “German Option”).

Concurrently with the merger, New CCE acquired TCCC’s bottling operations in Norway and Sweden (the “Norway-Sweden Transactions” and, together with the transactions contemplated by the Merger Agreement, including the German Option and the merger, the “Transaction”) pursuant to the terms of the Norway-Sweden Share Purchase Agreement, dated as of March 20, 2010, which provides for the purchase by New CCE of all of TCCC’s right, title and interest in Coca-Cola Drikker AS and Coca-Cola Drycker Sverige AB for $822,000,000.

The Transaction was conditioned upon the affirmative vote of holders of at least (a) 66 2/3% of the voting power of all outstanding shares of CCE Common Stock (as defined in the Merger Agreement) entitled to vote generally in the election of directors and (b) a majority of all outstanding shares of CCE Common Stock (other than any such shares held by TCCC or any of its Subsidiaries or any of its or CCE’s executive officers or directors) entitled to vote in the election of directors.

Between February 25, 2010 and March 10, 2010, three putative class actions were filed in the Georgia Court, all alleging, among other things, that CCE and its board of directors had breached their fiduciary duties in connection with their consideration and approval of the Transaction, and that TCCC had also breached its fiduciary duties in connection with entering into the Transaction. The actions are as follows: Lang v. The Coca-Cola Co., C.A. No. 2010CV182035 (Ga. Super. Ct. filed Feb. 25, 2010); Gordon v. The Coca-Cola Co., C.A. No. 2010CV182500 (Ga. Super. Ct. filed Mar. 8, 2010); and McPherson v. The Coca-Cola Co., C.A. No. 2010CV182618 (Ga. Super. Ct. filed Mar. 10, 2010) (collectively, the “Georgia Actions”).

On March 9, 2010, Plaintiffs in the filed Georgia Actions moved to consolidate the Lang and Gordon actions, and to appoint Chitwood Harley Harnes LLP, Gardy & Notis, LLP, and Faruqi & Faruqi, LLP as Plaintiffs’ Co-Lead Counsel in the Georgia Actions. Plaintiffs in the Georgia Actions thereafter filed an amended motion to consolidate the Georgia Actions, adding the McPherson action, and to appoint Chitwood Harley Harnes LLP, Gardy & Notis, LLP, and Faruqi & Faruqi, LLP as Plaintiffs’ Co-Lead Counsel in the Georgia Actions. Plaintiffs in the Georgia Actions also served Requests for Production of Documents addressed to TCCC, CCE and the CCE directors on March 8, 2010. On March 10, 2010, Plaintiffs in the Georgia Actions served Requests for Production of Documents addressed to non-party investment advisers Goldman Sachs & Co., Lazard Frères & Co. LLC, and Credit Suisse Securities (USA) LLC. On March 17, 2010, Plaintiffs in the Georgia Actions moved to obtain commissions to serve out-of-state non-party investment advisors Allen & Company and Greenhill & Company, LLC.

On March 25, 2010 and April 9, 2010, the Georgia Court entered orders consolidating the Georgia Actions as In re The Coca-Cola Co. Shareholders Litigation, C.A. No. 2010CV182035 (the “Consolidated Georgia Action”), appointing Chitwood Harley Harnes LLP, Gardy & Notis, LLP, and Faruqi & Faruqi, LLP as Plaintiffs’ Co-Lead Counsel in the Georgia Actions, and providing for the filing of a Consolidated Complaint and the initiation of discovery and other pre-trial proceedings.

On May 14, 2010, pursuant to an order of the Georgia Court, the Consolidated Georgia Action was transferred to the Business Case Division of Fulton County Superior Court.

On June 3, 2010, Plaintiffs in the Consolidated Georgia Action filed their Consolidated Amended Complaint (the “Georgia Complaint”), which contained, among others, claims asserting that Defendants failed to disclose material information in the Form S-4 registration statement filed with the Securities and Exchange Commission (“SEC”) on May 25, 2010.

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On July 6, 2010, all Defendants filed Motions to Dismiss the Georgia Complaint, Motions to Stay Proceedings, and Answers and Defenses to the Georgia Complaint.

Also, on July 6, 2010, Plaintiffs filed a Motion for Class Certification in the Consolidated Georgia Action.

On July 30, 2010, Plaintiffs filed their Response in Opposition to the Defendants’ Motions to Stay and Motions to Dismiss in the Consolidated Georgia Action.

Between March 1, 2010 and March 10, 2010, five putative class actions were filed in the Delaware Court of Chancery (the “Delaware Court”), all alleging, among other things, that CCE and its board of directors had breached their fiduciary duties in connection with their consideration and approval of the Transaction, and that TCCC had also breached fiduciary duties in connection with entering into the Transaction. The actions are as follows: State-Boston Retirement System v. Coca-Cola Enterprises Inc., C.A. No. 5291 (Del. Ch. filed Mar. 1, 2010); Louisiana Municipal Police Employees Retirement System v. Coca-Cola Enterprises Inc., C.A. No. 5304 (Del. Ch. filed Mar. 3, 2010); Stationary Engineers Local 39 Pension Trust Fund v. Coca-Cola Enterprises Inc., C.A. No. 5305 (Del. Ch. filed Mar. 3, 2010); Skandia Life Insurance Co. Ltd. v. The Coca-Cola Co., C.A. No. 5316 (Del. Ch. filed Mar. 8, 2010) and KBC Asset Management N.V. v. The Coca-Cola Co., C.A. No. 5326 (Del. Ch. filed Mar. 10, 2010) (collectively, the “Delaware Actions,” and collectively, with the Georgia Actions, the “Actions”).

On March 16, 2010, the Delaware Court consolidated the Delaware Actions as In re Coca-Cola Enterprises Inc. Shareholders Litigation, Consolidated C.A. No. 5291-VCN (the “Consolidated Delaware Action”), appointed Labaton Sucharow LLP and Grant & Eisenhofer, P.A. as Plaintiffs’ Co-Lead Counsel in the Consolidated Delaware Action, and deemed the complaint in State-Boston Retirement System v. Coca-Cola Enterprises Inc. et al. the operative complaint in the Consolidated Delaware Action.

On March 31, 2010, the Delaware Plaintiffs filed a Verified Consolidated Complaint in the Consolidated Delaware Action, containing, among others, claims for breach of fiduciary duty by Defendants and claims for violation of Section 271 of the Delaware General Corporation Law.

On April 7, 2010, the Delaware Plaintiffs served their First Request for Production of Documents in the Consolidated Delaware Action.

On April 15, 2010, Defendant TCCC filed in the Consolidated Delaware Action its Answer and Affirmative Defenses to the Verified Consolidated Complaint.

On April 16, 2010, Defendants CCE and John F. Brock (“Brock”) served Responses and Objections to Plaintiffs’ First Request for Production of Documents in the Consolidated Delaware Action.

Also on April 16, 2010, Defendant TCCC served Responses and Objections to Plaintiffs’ First Request for Production of Documents in the Consolidated Delaware Action.

Also on April 16, 2010, Defendants Fernando Aguirre, Calvin Darden, Marvin J. Herb, L. Phillip Humann, Orrin H. Ingram II, Donna A. James, Thomas H. Johnson, Suzanne B. Lebarge, Veronique Morali, Curtis R. Welling and Phoebe A. Wood (the “Independent Directors”) served the Independent Director Defendants’ Responses and Objections to Plaintiffs’ First Request for Production of Documents in the Consolidated Delaware Action.

Also on April 16, 2010, Defendants Irial Finan and John Hunter served their Responses and Objections to Plaintiffs’ First Request for Production of Documents in the Consolidated Delaware Action.

On April 19, 2010, Defendants CCE and Brock filed their Answer and Affirmative Defenses to the Verified Consolidated Complaint in the Consolidated Delaware Action.

On May 4, 2010, the Independent Directors and Defendants Finan and Hunter filed their respective Answers and Affirmative Defenses to the Verified Consolidated Complaint in the Consolidated Delaware Action.

On May 25, 2010, New CCE filed with the SEC a Form S-4 registration statement, including a preliminary proxy statement/prospectus (the “Preliminary Proxy”). On the same date, CCE and New CCE each filed with the SEC a Schedule 13E-3 in connection with the Transaction.

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On June 17, 2010, the Delaware Court entered the Stipulation and Order for the Production and Exchange of Confidential and Highly Confidential Information.

On June 25, 2010, the Delaware Court granted Plaintiffs’ Motion for Leave to File the Amended Verified Consolidated Complaint Under Seal.

Also on June 25, 2010, the Delaware Plaintiffs filed the Amended Verified Consolidated Complaint Under Seal in the Consolidated Delaware Action (the “Delaware Complaint”).

On July 8, 2010, New CCE filed with the SEC Amendment No. 1 to Form S-4, and CCE and New CCE each filed with the SEC Amendment No. 1 to Schedule 13E-3 in connection with the Transaction, which addressed certain of the disclosure claims asserted in the Actions.

On July 12, 2010, Defendant TCCC filed its Answer and Affirmative Defenses to the Delaware Complaint.

On July 15, 2010, the Defendants other than TCCC filed their respective Answers and Affirmative Defenses to the Delaware Complaint.

On July 23, 2010, the Delaware Plaintiffs filed motions for commissions to serve subpoenas on Goldman Sachs & Co., Allen & Company LLC, Lazard Frères & Co. LLC and Greenhill & Co., LLC in the Consolidated Delaware Action.

On July 26, 2010, the Delaware Plaintiffs purported to cause a subpoena to be served upon Credit Suisse Securities (USA) LLC in the Consolidated Delaware Action.

On July 29, 2010, TCCC filed a Motion for Judgment on the Pleadings and an accompanying Memorandum of Law seeking an order for judgment on the pleadings in favor of TCCC and dismissing the Delaware Complaint with prejudice.

On July 30, 2010, the Delaware Court granted the Delaware Plaintiffs’ motions for commissions to serve subpoenas on Goldman Sachs & Co., Allen & Company LLC, Lazard Frères & Co. LLC and Greenhill & Co., LLC.

On August 4, 2010, New CCE filed with the SEC Amendment No. 2 to Form S-4, and New CCE and CCE each filed with the SEC Amendment No. 2 to Schedule 13E-3 in connection with the Transaction, which addressed certain of the disclosure claims asserted in the Actions.

On August 19, 2010, New CCE filed with the SEC Amendment No. 3 to Form S-4, and New CCE and CCE each filed with the SEC Amendment No. 3 to Schedule 13E-3 in connection with the Transaction, which addressed certain of the disclosure claims asserted in the Actions.

On August 25, 2010, New CCE filed with the SEC Amendment No. 4 to Form S-4, and New CCE and CCE each filed with the SEC Amendment No. 4 to Schedule 13E-3 in connection with the Transaction, which addressed certain of the disclosure claims asserted in the Actions.

On August 26, 2010, CCE filed with the SEC its Schedule 14A Definitive Proxy Statement (“Definitive Proxy”) in connection with the Transaction. The Definitive Proxy was mailed to holders of record of CCE common stock on August 31, 2010.

During the course of the Actions, counsel for Defendants (“Defendants’ Counsel”) and counsel for Plaintiffs (“Plaintiffs’ Counsel”) engaged in arms’ length discussions and negotiations regarding a potential resolution of the claims asserted in the Actions.

In connection with such discussions and negotiations, Plaintiffs’ Counsel proposed to Defendants’ Counsel modifications to certain terms contained in the Merger Agreement and additional disclosures that Plaintiffs’ Counsel believed should be included in the Preliminary Proxy and/or the Definitive Proxy.

After negotiations, the Parties reached an agreement in principle providing for settlement of the Actions on the terms and conditions set forth below, which would include but not be limited to a release of all claims asserted in the Consolidated Georgia Action and which would have the effect of releasing all claims asserted in the Consolidated Delaware Action, and which the parties believe would be fair, reasonable and adequate and in the best interests of the Parties and the Class.

On September 3, 2010, the Parties executed a memorandum of understanding (the “MOU”) containing the terms for the Parties’ agreement in principle to resolve the Consolidated Georgia Action, which Plaintiffs in the Consolidated Delaware Action also executed. In part in consideration for the full and final settlement and dismissal with prejudice of the Consolidated Georgia Action and the release of any and all Released Claims, the Parties’ agreed in principle to the following:

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TCCC, CCE, New CCE, and Merger Sub, by their respective boards of directors, would agree to the following amendments to the Merger Agreement (collectively, “the Modified Transaction Terms”):

(i) The Termination Fee, as defined in Paragraph 8.2(c) of the Merger Agreement would be reduced from $200,000,000 to $180,000,000;

(ii) Paragraph 8.2(d)(D) of the Merger Agreement would be modified such that the 365 calendar day period following the termination of the Merger Agreement referred to in that paragraph would be modified and reduced to nine (9) months following the termination of the Merger Agreement;

(iii) Paragraph 6.22 of the Merger Agreement would be modified such that the time during which “Splitco” (as defined in the Merger Agreement) shall have the right to purchase all of TCCC’s right, title and interest in the “German Entity” (as defined in the Merger Agreement) would be expanded from a period of eighteen (18) months to thirty-six (36) months after the date of the Merger Agreement to a period of (18) months to thirty-nine (39) months after the date of the Merger Agreement; and

(iv) The survival period for the representations and warranties in the Merger Agreement as set forth in the first sentence of Paragraph 9.1 therein would be reduced from one (1) year to nine (9) months from the Closing Date, as defined in the Merger Agreement, except that that the survival periods for the specific provisions of the Merger Agreement set forth in the proviso of such sentence would remain unchanged.

CCE and New CCE made certain disclosures as a result of the claims asserted in the Actions, substantially similar to those set forth in Exhibit A to the MOU, and agreed to make and/or cause to be made additional disclosures, substantially similar to those set forth in Exhibit B to the MOU (together, the “Supplemental Disclosures”), in appropriate filings with the SEC and disseminate such Supplemental Disclosures to holders of record of CCE common stock no later than twenty (20) days prior to the meeting of the CCE stockholders in connection with the Transaction.

Plaintiffs engaged in extensive discovery prior to execution of the MOU, including the review and analysis of approximately 200,000 pages of confidential documents produced by Defendants to Plaintiffs in connection with the Actions, including, but not limited to, CCE Strategic Plans, TCCC and CCE board minutes, business updates and presentations, and analyses performed by TCCC’s and CCE’s respective financial advisors: Greenhill & Co., LLC, Credit Suisse Securities (USA) LLC, Lazard Frères & Co. LLC, Allen & Co. LLC, and Goldman Sachs & Co. Additionally, Plaintiffs’ Counsel reviewed and analyzed TCCC and CCE financial statements, reviews, and projections, including TCCC and CCE income statements, balance sheets, and SEC filings; press releases from TCCC and CCE; and emails and information concerning the relationship between TCCC and CCE and the proposed Transaction.

On September 7, 2010, the following business day after executing the MOU, the parties to the Consolidated Georgia Action and the Consolidated Delaware Action gave notice to the Georgia Court and the Delaware Court of their agreement in principle to resolve the Consolidated Georgia Action.

As a result of negotiations with Plaintiffs’ Counsel, also on September 7, 2010, CCE filed with the SEC a supplement to the Definitive Proxy containing the Modified Transaction Terms and the additional disclosures required by the MOU (the “Proxy Supplement”). The Proxy Supplement was then mailed to holders of record of CCE common stock on September 10, 2010.

On October 1, 2010, CCE held a special meeting of stockholders, at which the Required CCE Vote (as defined in the Merger Agreement) was obtained in favor of the Transaction.

On October 2, 2010, CCE and TCCC announced the consummation of the merger, effective as of the same day.

Following execution of the MOU, Plaintiffs engaged in additional extensive discovery to confirm the fairness of the agreement in principle to settle the Actions, including reviewing additional confidential documents produced by the financial advisors to the Transaction, Goldman Sachs & Co., Allen & Company LLC, Lazard Frères & Co. LLC, Credit Suisse Securities (USA) LLC and Greenhill & Co., LLC. Plaintiffs additionally obtained deposition testimony from:

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On January 14, 2011, the Parties (defined below) entered into the Settlement Agreement.

Defendants in the Actions, defined below, acknowledge that the claims raised by Plaintiffs in the Actions were a primary factor in determining to agree to the Modified Transaction Terms and the Supplemental Disclosures in exchange for Plaintiffs’ agreement to settle the Actions.

The Parties recognize the time and expense that would be incurred by further litigation and the uncertainties inherent in such litigation.

The entry by Plaintiffs into the MOU and/or the Stipulation is not an admission as to the lack of any merit of any claims asserted in the Actions. In negotiating and evaluating the terms of the MOU and the Stipulation, Plaintiffs’ Counsel considered the significant legal and factual defenses to Plaintiffs’ claims. Based upon their evaluation, Plaintiffs’ Counsel have determined that the Settlement (defined below) set forth in this Stipulation is fair, reasonable and adequate and in the best interests of all Class Members (defined below), and that they confer substantial benefits upon the Class Members.

Defendants each have denied, and continue to deny, that they have committed or aided and abetted in the commission of any violation of law or engaged in any of the wrongful acts alleged in the Actions, deny that any of the respective plaintiffs in the Actions or other Class Members suffered any damage whatsoever, deny that they acted improperly in any way, believe that they acted properly at all times, maintain that they diligently and scrupulously complied with their fiduciary duties, and maintain that they have committed no disclosure violations or any other breach of duty whatsoever in connection with the Transaction; but the Defendants wish to enter into this Settlement solely to eliminate the uncertainties, burden and expense of further protracted litigation.

The Parties covenant and agree that neither the MOU nor the Stipulation, nor any of the terms and provisions of the MOU or the Stipulation, nor any of the negotiations or proceedings in connection therewith, nor any of the documents or statements referred to herein or therein, nor the Settlement, nor the fact of the Settlement, nor the settlement proceedings, nor any statements in connection therewith: (a) shall (i) be argued to be, used or construed as, offered or received in evidence as, or otherwise constitute an admission, concession, presumption, proof, evidence, or a finding of any liability, fault, wrongdoing, injury or damages, or of any wrongful conduct, acts or omissions on the part of any of the Released Parties (defined below), or of any infirmity of any defense, or of any damage to any Plaintiff or Class Member, or (ii) otherwise be used to create or give rise to any inference or presumption against any of the Released Parties concerning any fact alleged or that could have been alleged, or any claim asserted or that could have been asserted in any of the Actions, or of any purported liability, fault, or wrongdoing of the Released Parties or of any injury or damages to any person or entity: or (b) shall otherwise be admissible, referred to or used in any proceeding of any nature, for any purpose whatsoever; provided, however, that the Stipulation and/or Judgment (defined below) may be introduced in any proceeding, whether in the Georgia Court or otherwise, as may be necessary to argue that the Stipulation and/or Judgment has res judicata, collateral estoppel or other issue or claim preclusion effect or to otherwise consummate or enforce the Settlement and/or Judgment.

THE SETTLEMENT OF THE CONSOLIDATED GEORGIA ACTION, IF APPROVED BY THE GEORGIA COURT, ON THE TERMS AND CONDITIONS SET FORTH IN THE STIPULATION, WILL INCLUDE, BUT NOT BE LIMITED TO, A RELEASE OF ALL CLAIMS ASSERTED IN THE CONSOLIDATED GEORGIA ACTION AND ALL CLAIMS ASSERTED IN ANY OF THE ACTIONS. THE COURT HAS NOT FINALLY DETERMINED THE MERITS OF THE CLAIMS MADE BY PLAINTIFFS AGAINST, OR THE DEFENSES OF, THE DEFENDANTS. THIS NOTICE DOES NOT IMPLY THAT THERE HAS BEEN OR WOULD BE ANY FINDING OF VIOLATION OF THE LAW OR THAT RELIEF IN ANY FORM OR RECOVERY IN ANY AMOUNT COULD BE HAD IF THE CONSOLIDATED GEORGIA ACTION WAS NOT SETTLED.

The Modified Transaction Terms and the Supplemental Disclosures having each been agreed to and/or provided in part in consideration for the full and final settlement and dismissal with prejudice of the Consolidated Georgia Action and the release of any and all Released Claims, no Released Party shall have any obligation to pay or bear any additional amounts, expenses, costs, damages, or fees to or for the benefit of Plaintiffs or any Class Members in connection with this Settlement, including but not limited to attorneys’ fees and expenses for any counsel to any Class Member, or any costs of notice or settlement administration or otherwise; provided, however, that (a) New CCE and TCCC shall be responsible for providing notice of the Settlement to the members of the Class and shall pay all reasonable, documented costs and expenses incurred in providing notice of the Settlement to the members of the Class and, (b) TCCC and New CCE shall be obligated to pay attorneys’ fees and expenses to Class Counsel upon an award, if any, of attorneys’ fees and expenses by the Georgia Court.

If the Court approves the Settlement, then as of the Effective Date (defined below):

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As explained above, if the Court approves the Settlement, then, as of the Effective Date, the settlement of the Consolidated Georgia Action, which would include the release and discharge of all Released Claims against all Released Parties, will also release all claims asserted in the Consolidated Delaware Action (defined above).

It is the intent of the Parties to the Actions that the proposed Settlement, if the Court approves it, shall extinguish for all time completely, fully and finally and shall forever compromise, settle, release, discharge, extinguish and dismiss on the merits and with prejudice, upon and subject to the terms and conditions set forth in the Stipulation, all rights, claims and causes of action that are or relate to the Released Claims against any of the Released Parties and that each of the Defendants and each of the other Released Parties shall be deemed to be released and forever discharged from all of the Released Claims. For purposes of the Settlement:

(a) “Class” means, for purposes of this settlement only, all record and beneficial holders of CCE common stock, their respective successors in interest, successors, predecessors in interest, predecessors, representatives, trustees, executors, administrators, heirs, assigns or transferees, immediate and remote, and any person or entity acting for or on behalf of, or claiming under, any of them, and each of them, together with their predecessors and successors and assigns, who held any such CCE common stock at any time between and including February 25, 2010 and, October 2, 2010, the date of the consummation of the Transaction, but excluding Defendants and any firm, trust, corporation, or other entity controlled by any Defendant.

(b) For purposes of the Settlement only, the Consolidated Georgia Action shall be conditionally certified as a class action pursuant to O.C.G.A. §§ 9-11-23(a), 23(b)(1) and 23(b)(2) on behalf of the Class.

(c) “Class Counsel” means the law firms of Chitwood Harley Harnes LLP, Gardy & Notis, LLP and Faruqi & Faruqi, LLP.

(d) “Class Member” means a member of the Class.

(e) “Defendants” means TCCC, CCE, New CCE, Merger Sub, John F. Brock, John Hunter, Irial Finan, Fernando Aguirre, Calvin Darden, Marvin J. Herb, L. Phillip Humann, Orrin H. Ingram II, Donna A. James, Thomas A. Johnson, Suzanne B. Labarge, Veronique Morali, Curtis R. Welling and Phoebe A. Wood.

(f) “Effective Date” means the first business day following the date the Judgment becomes final and non-appealable, whether by affirmance on or exhaustion of any possible appeal or review, writ of certiorari, lapse of time or otherwise. The finality of the Judgment shall not be affected by any appeal or other proceeding regarding solely an application for or award of attorneys’ fees and expenses.

(g) “Judgment” means the Final Order and Judgment to be entered in the Consolidated Georgia Action, substantially in the form attached as Exhibit C to the Stipulation and Agreement of Compromise and Settlement.

(h) “Parties” means Plaintiffs and the Defendants.

(i) “Person” means any individual, corporation, partnership, limited liability company, association, affiliate, joint stock company, estate, trust, unincorporated association, entity, government and any political subdivision thereof, or any other type of business or legal entity.

(j) “Plaintiffs’ Counsel” means the law firms of Gardy & Notis, LLP, Faruqi & Faruqi, LLP, Chitwood Harley Harnes LLP, Labaton Sucharow LLP, Robbins Geller Rudman & Dowd LLP, Law Office of Jonathan M. Stein, P.L., Motley Rice, LLC, Kahn Swick & Foti, LLC, and Grant & Eisenhofer, P.A.

(k) “Released Claims” means any and all manner of claims, demands, rights, liabilities, losses, obligations, duties, damages, costs, debts, expenses, interest, penalties, sanctions, fees, attorneys’ fees, actions, potential actions, causes of action, suits, agreements, judgments, decrees, matters, issues and controversies of any kind, nature or description whatsoever, whether known or unknown, disclosed or undisclosed, accrued or unaccrued, apparent or not apparent, foreseen or unforeseen, matured or not matured,

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suspected or unsuspected, liquidated or not liquidated, fixed or contingent, including Unknown Claims (defined below), that any or all Plaintiffs or any or all members of the Class ever had, now have, or may have, whether direct, derivative, individual, class, representative, legal, equitable or of any other type, or in any other capacity, against any of the Released Parties (defined below), whether based on state, local, foreign, federal, statutory, regulatory, common or other law or rule (including but not limited to any claims under federal securities laws or state disclosure law or any claims that could be asserted derivatively on behalf of CCE), which, now or hereafter, concern, are based upon, arise out of, relate in any way to, or involve, directly or indirectly, any of the actions, transactions, occurrences, statements, representations, misrepresentations, omissions, allegations, facts, practices, events, claims or any other matters, things or causes whatsoever, or any series thereof, that were, could have been, or in the future can or might be alleged, asserted, set forth, claimed, embraced, involved, or referred to in, or related to, directly or indirectly, any of the Actions or the subject matter of any of the Actions in any court, tribunal, forum or proceeding, including, without limitation, any and all claims which concern, are based upon, arise out of, relate in any way to, or involve, directly or indirectly, (i) the Transaction or the issuance of any securities in connection therewith, (ii) any deliberations or negotiations in connection with the Transaction, including the process of deliberation or negotiation by each of CCE, TCCC, Merger Sub and New CCE and any of their respective officers, directors, members or advisors, (iii) the consideration received or to be received by Class members in connection with the Transaction, (iv) the Form S-4, Preliminary Proxy, Schedule 13E-3, Definitive Proxy, and/or Proxy Supplement, and any subsequent amendments thereto, or any other disclosures, public filings, periodic reports, press releases, proxy statements or other statements issued, made available or filed relating, directly or indirectly, to the Transaction, including claims under the federal securities laws within the exclusive jurisdiction of the federal courts, (v) investments in (including, but not limited to, purchases, sales, exercises of rights with respect to and decisions to hold) securities issued by any of CCE, TCCC, Merger Sub or New CCE, or their respective affiliates, related to the Transaction, (vi) fiduciary obligations of the Released Parties (defined below) in connection with the Transaction, (vii) the fees, expenses or costs incurred in prosecuting, defending, or settling the Actions, except as otherwise set forth herein, or (viii) any of the allegations in any complaint or amendment(s) thereto filed in any of the Actions; provided, however, that the Released Claims shall not include the right to enforce the Settlement Agreement or the Settlement or any claims for statutory appraisal in connection with the Transaction by CCE stockholders who properly perfect such appraisal claims and do not otherwise waive their appraisal rights.

(l) Whether or not each or all of the following persons or entities were named, served with process or appeared in any of the Actions, “Released Parties” means (i) John F. Brock, John Hunter, Irial Finan, Fernando Aguirre, Calvin Darden, Marvin J. Herb, L. Phillip Humann, Orrin H. Ingram II, Donna A. James, Thomas A. Johnson, Suzanne B. Labarge, Veronique Morali, Curtis R. Welling and Phoebe A. Wood (collectively, the “CCE Directors”), TCCC, CCE, New CCE and Merger Sub, (ii) any person or entity which is, was or will be related to or affiliated with any or all of them or in which any or all of them has, had or will have a controlling interest, and (iii) the respective past or present family members, spouses, heirs, trusts, trustees, executors, estates, administrators, beneficiaries, distributees, foundations, agents, employees, fiduciaries, partners, partnerships, general or limited partners or partnerships, joint ventures, member firms, limited liability companies, corporations, parents, subsidiaries, divisions, affiliates, associated entities, shareholders, principals, officers, directors, managing directors, members, managing members, managing agents, predecessors, predecessors-in-interest, successors, successors-in-interest, assigns, financial or investment advisors, advisors, consultants, investment bankers, entities providing any fairness opinion, underwriters, brokers, dealers, lenders, commercial bankers, attorneys, personal or legal representatives, accountants, and associates, of each and all of the foregoing.

(m) “Settlement” means the settlement of the Consolidated Georgia Action and the Consolidated Delaware Action between and among Plaintiffs, on behalf of themselves and the Class, and the Defendants, as set forth in this Stipulation.

(n) “Settlement Hearing” means the hearing to be held by the Georgia Court to determine, among other things, whether to certify the Class for settlement purposes, whether Plaintiffs and Class Counsel have adequately represented the Class, whether the proposed Settlement should be approved as fair, reasonable and adequate, whether all Released Claims should be dismissed with prejudice, whether an Order and Judgment approving the Settlement should be entered, and whether and in what amount any award of attorneys’ fees and reimbursement of expenses should be paid to Class Counsel by TCCC and CCE and/or their successor(s)-in-interest and/or their respective insurer(s).

If the Effective Date does not occur, or if the Stipulation is disapproved, canceled or terminated pursuant to its terms, all of the parties to the Stipulation shall be deemed to have reverted to their respective litigation status immediately prior to the execution of MOU, and they shall proceed in all respects as if the MOU and the Stipulation had not been executed and the related orders had not been entered, and in that event all of their respective claims and defenses as to any issue in the any of the Actions shall be preserved without prejudice in any way.

If the Court approves the Settlement, the Consolidated Georgia Action and the Released Claims will be dismissed on the merits with respect to all Released Parties and with prejudice against Plaintiffs and all Class Members. Such release and dismissal will bar the institution or prosecution by any Plaintiff or Class Member of any other action asserting any Released Claim against any of the Released Parties.

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The releases contemplated in the Settlement and Stipulation extend to Unknown Claims, as defined in the following paragraph.

“Unknown Claims” means any claim that Plaintiffs or any member of the Class do not know or suspect exist in his, her, its, or their favor at the time of the release of the Released Claims as against the Released Parties, including without limitation those which, if known, might have affected the decision to enter into the Settlement. With respect to any of the Released Claims, the Parties stipulate and agree that upon the Effective Date, Plaintiffs shall expressly and each member of the Class shall be deemed to have, and by operation of the Final Order and Judgment by the Court shall have, expressly waived, relinquished and released any and all provisions, rights and benefits conferred by or under Cal. Civ. Code § 1542 or any law of the United States or any state of the United States or territory of the United States, or principle of common law, which is similar, comparable or equivalent to Cal. Civ. Code § 1542, which provides:

“A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR.”

Plaintiffs acknowledge, and the members of the Class by operation of law shall be deemed to have acknowledged, that they may discover facts in addition to or different from those now known or believed to be true with respect to the Released Claims, but that it is the intention of Plaintiffs, and by operation of law the members of the Class, to completely, fully, finally and forever extinguish any and all Released Claims, known or unknown, suspected or unsuspected, which now exist, or heretofore existed, or may hereafter exist, and without regard to the subsequent discovery of additional or different facts. Plaintiffs acknowledge, and the members of the Class by operation of law shall be deemed to have acknowledged, that the inclusion of “Unknown Claims” in the definition of “Released Claims” was separately bargained for and was a material element of the Settlement and was relied upon by each and all of the Defendants in entering into the Settlement Agreement.

Plaintiffs and Class Counsel intend to petition the Georgia Court for an award of attorneys’ fees and expenses in an amount not to exceed $7.5 million (the “Fee Application”). Defendants reserve all rights to oppose and/or object to any an application for fees and expenses in an amount greater than $7.5 million. The Fee Application shall be Plaintiffs’ and/or Class Counsel’s sole application for an award of fees or expenses in connection with any litigation concerning the Transaction, including but not limited to the Actions.

Any award of attorneys’ fees or expenses to Class Counsel by the Georgia Court shall be paid by TCCC and New CCE and/or their successor(s) in interest and/or their respective insurer(s). The Fee Application may be considered separately from the proposed Settlement, and it is not a condition of the Settlement Agreement that such application be granted.

Class Counsel shall allocate any award of attorneys’ fees or expenses amongst Plaintiffs’ Counsel in a manner that they, in good faith, believe reflects the contributions of such counsel to the prosecution and settlement of the Actions. Defendants and the Released Parties shall have no responsibility for the allocation of attorneys’ fees or expenses.

On March 10, 2011, the Court entered an Order (the “Scheduling Order”) determining, for settlement purposes only, that the Action may be maintained as a class action pursuant to O.C.G.A. §§ 9-11-23(a), 23(b)(1) and 23(b)(2) on behalf of a class consisting of all record and beneficial holders of CCE common stock, their respective successors in interest, successors, predecessors in interest, predecessors, representatives, trustees, executors, administrators, heirs, assigns or transferees, immediate and remote, and any person or entity acting for or on behalf of, or claiming under, any of them, and each of them, together with their predecessors and successors and assigns, who held any such CCE common stock at any time between and including February 25, 2010 and October 2, 2010, the date of consummation of the Transaction, but excluding Defendants and any firm, trust, corporation, or other entity controlled by any Defendant.

At the Settlement Hearing, the Court will determine, among other things, whether (a) the Class contemplated in the Consolidated Georgia Action is so numerous that joinder of all members is impracticable; (b) there are questions of law or fact common to the Class; (c) the claims of the representative plaintiffs are typical of the claims of the Class; (d) the representative

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plaintiffs have fairly and adequately protected the interests of the Class; and (e) the Consolidated Georgia Action otherwise complies with O.C.G.A. §§ 9-11-23(a), 23(b)(1) and 23(b)(2). The Settlement Hearing shall be held no earlier than sixty (60) days following the Court’s entry of the Scheduling Order.

The Court has scheduled a Settlement Hearing which will be held on June 8, 2011 at 10:00 a.m. E.T., in the Fulton County Superior Court, 136 Pryor Street, S.W., Suite C-956, Atlanta, Georgia 30303 to:

(a) determine whether the Consolidated Georgia Action may be maintained as a class action and whether the Class should be certified permanently, for settlement purposes, pursuant to O.C.G.A. §§ 9-11-23(a), 23(b)(1) and 23(b)(2); (b) determine whether plaintiffs Natalie Gordon, Robert Lang and Charles McPherson may be designated as class representatives with the law firms of Chitwood Harley Harnes, LLP, Gardy & Notis, LLP and Faruqi & Faruqi, LLP as Class Counsel, and whether such Plaintiffs and Class Counsel have adequately represented the interests of the Class in the Consolidated Georgia Action; (c) determine whether the Stipulation, and the terms and conditions of the Settlement proposed in the Stipulation, are fair, reasonable and adequate and in the best interests of the members of the Class and should be approved by the Court; (d) determine whether a Judgment should be entered dismissing the Consolidated Georgia Action and the Released Claims as to the Released Parties with prejudice as against Plaintiffs and the Class, releasing the Released Claims, and barring and enjoining prosecution of any and all Released Claims; (e) hear and rule on any objections to the Settlement; (f) consider the application of Class Counsel for an award of attorneys’ fees and reimbursement of expenses to be paid (if and only if awarded by the Court) by TCCC and New CCE and/or their successor(s) in interest and/or their respective insurer(s); and (g) rule on other such matters as the Court may deem appropriate.

Any member of the Class who objects to the Stipulation, the Settlement, the class action determination, the Judgment to be entered therein, and/or the application for attorneys’ fees and expenses, or who otherwise wishes to be heard, may appear in person or through counsel at the Settlement Hearing and present any evidence or argument that may be proper and relevant. To do so, you must, no later than ten (10) days prior to the Settlement Hearing (unless the Court otherwise directs for good cause shown), serve the following documents on the attorneys listed below: (a) a written notice of the intention to appear; (b) a detailed summary of your objections to any matter before the Court; (c) the grounds therefor or the reasons why you desire to appear and to be heard; and (d) all documents and writings which you want the Court to consider. These papers must be served by hand delivery or overnight mail on the following counsel of record:

You must also contemporaneously deliver a copy to the Fulton County Superior Court, 136 Pryor Street, S.W., Suite C-956, Atlanta, Georgia 30303. Even if you do not appear at the Settlement Hearing, the Court will consider your written submission if it is served and filed in accordance with the foregoing procedures. Any person who fails to object in the manner prescribed above shall be deemed to have waived such objection and shall forever be barred from raising such objection in the Action or any other action or proceeding.

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If the Settlement is approved by the Court, the Parties will promptly request the Court to enter a Judgment, which will, among other things:

(a) make final the Court’s previous determination to certify the Class pursuant to O.C.G.A. §§ 9-11-23(a), 23(b)(1) and 23(b)(2) for purposes of the Settlement;

(b) approve the Settlement, adjudge the terms of the Settlement to be fair, reasonable and adequate and in the best interests of the Class, and direct consummation of the Settlement in accordance with the terms and conditions of the Stipulation;

(c) determine that the requirements of the Uniform Rules of the Superior Court, Chapter 11 of Title 9 of the Georgia Code, and due process have been satisfied in connection with notice to the Class; and

(d) dismiss the Consolidated Georgia Action and the Released Claims with prejudice, said dismissal subject only to compliance by the Parties with the terms of the Stipulation and any Order of the Court concerning the Stipulation, release all Released Claims and permanently enjoin each Plaintiff, the Class and their respective affiliates, and anyone claiming through or for the benefit of any of them, from asserting, commencing, prosecuting, assisting, instigating or in any way participating in the commencement or prosecution of any action or other proceeding, in any forum, asserting any Released Claims, either directly, representatively, derivatively or in any other capacity.

This Notice does not purport to be a comprehensive description of the Consolidated Georgia Action, the allegations or transactions related thereto, the terms of the Settlement or the Settlement Hearing. For a more detailed statement of the matters involved in this litigation, you may inspect the pleadings, the Stipulation, the Orders entered by the Georgia Court and other papers filed in the Consolidated Georgia Action, unless sealed, at the Fulton County Superior Court, 136 Pryor Street, S.W., Suite C-956, Atlanta, Georgia 30303, during regular business hours of each business day. Questions regarding the Settlement should be directed to Class Counsel as follows:

Brokerage firms, banks and other persons or entities who are members of the Class in their capacities as record holders, but not as beneficial holders, are requested to send this Notice promptly to beneficial holders. Additional copies of this Notice for transmittal to beneficial holders are available (a) by downloading the document from the following website: www.CCEShareholderLitigation.com, or (b) by writing to CCE Securities Litigation at:

CCE Shareholder Settlement

P.O. Box 3518

Portland, Oregon 97208-3518

You may also furnish the names and addresses of your beneficial holders in writing to New CCE, which will then be responsible for sending the Notice to such beneficial holders.

SO ORDERED this 10th day of March, 2011

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