`
` C.A. No. 2023-1191-LWW
`
`)))))))))))))))))))))))))))))
`
`ERSTE ASSET MANAGEMENT
`GMBH
`
`
`Plaintiff,
`
`v.
`
`BERNARDO HEES, ALEXANDRE
`BEHRING, JORGE PAULO LEMANN,
`MARCEL HERRMANN TELLES,
`PAULO BASILIO, DAVID KNOPF,
`EDUARDO PELLEISSONE, 3G
`CAPITAL, INC., 3G CAPITAL LTD.,
`3G GLOBAL FOOD HOLDINGS, L.P.,
`3G GLOBAL FOOD HOLDINGS GP
`LP, 3G CAPITAL PARTNERS II L.P.,
`3G CAPITAL PARTNERS LTD, HK3 18
`LP, JOHN CAHILL, GEORGE ZOBHBI,
`RASHIDA LA LANDE, and JOAO M.
`CASTRO-NEVES,
`
`Defendants,
`
`-and-
`
`THE KRAFT HEINZ COMPANY,
`a Delaware Corporation,
`
`Nominal Defendant.
`
`STIPULATION AND [PROPOSED] ORDER
`GOVERNING BRIEFING SCHEDULE ON MOTIONS TO DISMISS
`
`WHEREAS, on November 28, 2023, Plaintiff filed a Verified Stockholder
`
`Complaint for Relief from Judgment and Damages (the “Complaint”) (D.I. 1);
`
`{FG-W0511697.}
`
`GRANTED
`
`
`
`EFiled: Mar 04 2024 01:17PM EST
`Transaction ID 72230987
`Case No. Multi-Case
`
`
`
`WHEREAS, on December 26, 2023, the 3G Defendants filed a motion to
`
`dismiss the Complaint (D.I. 5);
`
`WHEREAS, on December 27, 2023, Nominal Defendant and the Individual
`
`Defendants filed a motion to dismiss the Complaint (D.I. 7); and
`
`WHEREAS, the parties have discussed and agreed upon a schedule whereby
`
`the parties would first brief the motions to dismiss as to Counts I and II of the
`
`Complaint;
`
`IT IS HEREBY STIPULATED AND AGREED by the parties hereto, through
`
`their undersigned counsel, subject to the approval of the Court, that:
`
`1.
`
`Defendants shall file a single opening brief in support of the
`
`motions to dismiss Counts I and II of the Complaint on or before
`
`2.
`
`3.
`
`4.
`
`5.
`
`March 4, 2024.
`
`Plaintiff shall file its answering brief on or before April 23, 2024.
`
`Defendants shall file a single reply brief on or before May 16,
`
`2024.
`
`Oral argument shall be heard on May 23, 2023 at 1:30 pm ET.
`
`The parties are granted leave to file the foregoing briefs related
`
`to the motion to dismiss, and any affidavits, declarations and
`
`exhibits in support of the foregoing papers, confidentially in
`
`accordance with Court of Chancery Rule 5.1.
`
`{FG-W0511697.}
`
` 2
`
`
`
`OF COUNSEL:
`
`BRAGAR EAGEL & SQUIRE, P.C.
`Lawrence P. Eagel
`Melissa Fortunato
`Marion C. Passmore
`Brandon Walker
`810 Seventh Avenue, Suite 620
`New York, NY 10019
`(212) 308-5858
`
`OF COUNSEL:
`
`KIRKLAND & ELLIS LLP
`Sandra C. Goldstein
`Stefan Atkinson
`Kevin M. Neylan, Jr.
`601 Lexington Avenue
`New York, NY 10022
`(212) 446-4800
`
`FRIEDLANDER & GORRIS P.A.
`
`/s/ Joel Friedlander
`Joel Friedlander (# 3163)
`Jeffrey Gorris (# 5012)
`Christopher M. Foulds (# 5169)
`1201 N. Market Street, Suite 2200
`Wilmington, DE 19801
`(302) 573-3500
`
`Attorneys for Plaintiff Erste Asset
`Management GmbH
`
`POTTER ANDERSON
` & CORROON LLP
`
`/s/ Michael A. Pittenger
`Michael A. Pittenger (# 3212)
`Jacqueline A. Rogers (# 5793)
`Caneel Radinson-Blasucci (# 6574)
`Camilia R. Katkocin (#7216)
`1313 N. Market Street
`Hercules Plaza, 6th Floor
`Wilmington, DE 19801
`(302) 984-3800
`
`Attorneys for the 3G Defendants
`
`{FG-W0511697.}
`
` 3
`
`
`
`PAUL, WEISS, RIFKIND,
` WHARTON & GARRISON LLP
`
`/s/ Matthew D. Stachel
`Matthew D. Stachel (#5419)
`1313 North Market Street, Suite 806
`P.O. Box 32
`Wilmington, DE 19899-0032
`(302) 655-4410
`
`Attorneys for the Individual Defendants
`and Nominal Defendant
`
`OF COUNSEL:
`
`PAUL, WEISS, RIFKIND,
` WHARTON & GARRISON LLP
`Daniel J. Kramer
`Andrew J. Ehrlich
`Robert N. Kravitz
`1285 Avenue of the Americas
`New York, NY 10019-6064
`(212) 373-3000
`
`DATED: February 27, 2024
`
`IT IS SO ORDERED this ___ day of ____________, 2024
`
`____________________________
`Vice Chancellor Lori W. Will
`
`{FG-W0511697.}
`
` 4
`
`
`
`This document constitutes a ruling of the court and should be treated as such.
`Court: DE Court of Chancery Civil Action
`Judge: Multi-Case
`File & Serve
`
`Transaction ID: 72181829
`Current Date: Mar 04, 2024
`Case Number: Multi-Case
`Case Name: Multi-Case
`
`
`
`Court Authorizer
`
`Comments:
`In light of the representation that the defendants "will not argue that a pleading stage dismissal of the Demand-
`Made Action with prejudice itself precludes Erste's lawsuit," the concerns raised in counsel's February 27 letter
`appear to be addressed.
`
`/s/ Judge Lori W. Will
`
`
`
`
`
`
`
`Multi-Case Filing Detail: The document above has been filed
`and/or served into multiple cases, see the details below including
`the case number and name.
`
`Transaction Details
`
`Court: DE Court of Chancery Civil Action Document Type: Order
`Document Title: Granted (Stipulation and
`[Proposed] Order Governing Briefing
`Schedule on Motions to Dismiss)
`Submitted Date & Time: Mar 4 2024 1:17PM
`
`Transaction ID: 72230987
`
`Case Details
`
`Case Number
`
`2022-0398-LWW
`
`2023-1191-LWW
`
`Case Name
`CONF ORD - CONS W/2023-0278-LWW - In Re Kraft
`Heinz Demand Refused Derivative Stockholder
`Litigation
`Erste Asset Management GmbH v. Bernardo Hees, et
`al.
`
`
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