coke-20211109
false000031754000003175402021-11-092021-11-09


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): November 9, 2021
COCA-COLA CONSOLIDATED, INC.
(Exact name of registrant as specified in its charter)

Delaware0-928656-0950585
(State or other jurisdiction
of incorporation)
(Commission
File Number)
(IRS Employer
Identification No.)
4100 Coca-Cola Plaza
Charlotte, NC
28211
(Address of principal executive offices)(Zip Code)

Registrant’s telephone number, including area code: (704) 557-4400
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Common Stock, par value $1.00 per shareCOKENASDAQ Global Select Market
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.    



Item 2.02.    Results of Operations and Financial Condition.

On November 9, 2021, Coca-Cola Consolidated, Inc. (the “Company”) issued a news release reporting its financial results for the third quarter ended October 1, 2021 and the first nine months of fiscal 2021. A copy of the news release is furnished as Exhibit 99.1 hereto and is incorporated herein by reference.


Item 9.01.    Financial Statements and Exhibits.

(d)  Exhibits.

Exhibit No.DescriptionIncorporated by Reference or
Filed/Furnished Herewith
99.1Furnished herewith.
104Cover Page Interactive Data File – the cover page interactive data file does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.Filed herewith.

The information in this Current Report on Form 8-K, including Exhibit 99.1 attached hereto, is being furnished and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed to be incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in any such filing.



SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

COCA-COLA CONSOLIDATED, INC.
Date: November 9, 2021
By:/s/ F. Scott Anthony
F. Scott Anthony
Executive Vice President and Chief Financial Officer


Document
Exhibit 99.1
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MEDIA CONTACT:INVESTOR CONTACT:
Kimberly KuoScott Anthony
Senior Vice President
Public Affairs, Communications
& Sustainability
Executive Vice President &
Chief Financial Officer
Kimberly.Kuo@
cokeconsolidated.com
Scott.Anthony@
cokeconsolidated.com
(704) 557-4584(704) 557-4633


Coca-Cola Consolidated Reports Third Quarter
and First Nine Months 2021 Results

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Third quarter of 2021 net sales increased 10% versus the third quarter of 2020.
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Third quarter of 2021 gross profit was $518 million, up $45 million, or 10%, versus the third quarter of 2020.
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Income from operations for the first nine months of 2021 was $352 million, up $132 million, or 60%, versus the first nine months of 2020(a).

Key Results
 
Third Quarter
 First Nine Months
(in millions, except per share data)20212020Change20212020Change
Physical case volume93.5 94.1 (0.6)%276.9 268.1 3.3 %
Net sales$1,457.4 $1,328.5 9.7 %$4,160.4 $3,728.7 11.6 %
Gross profit$517.7 $472.4 9.6 %$1,461.4 $1,307.0 11.8 %
Gross margin35.5 %35.6 %35.1 %35.1 %
Income from operations$137.0 $103.8 32.0 %$352.1 $219.8 60.2 %
Basic net income per share$7.36 $5.53 $1.83 $18.19 $11.32 $6.87 
Beverage Sales
Third Quarter
 First Nine Months
(in millions)20212020Change20212020Change
Sparkling bottle/can$773.5 $703.5 9.9 %$2,221.4 $2,040.1 8.9 %
Still bottle/can$504.0 $464.9 8.4 %$1,424.1 $1,239.3 14.9 %
Fountain(b)
$45.3 $36.0 26.0 %$121.3 $99.3 22.1 %




Third Quarter and First Nine Months 2021 Review

CHARLOTTE, November 9, 2021 – Coca-Cola Consolidated, Inc. (NASDAQ: COKE) today reported operating results for the third quarter and first nine months ended October 1, 2021.

“Our results through the first nine months of 2021 reflect a strong balance of volume growth, price realization and prudent operating expense management. Our 60% growth in income from operations is even more remarkable when considering the pandemic-related challenges and supply chain disruptions across many industries,” said J. Frank Harrison, III, Chairman and Chief Executive Officer. “I am thankful for our amazing teammates, who continue to adapt and persevere through so many challenges, to ensure we serve our customers, our shareholders and our communities with excellence.”

Net sales increased 10% to $1.46 billion in the third quarter(c), while physical case volume decreased 0.6%. The increase in net sales was driven primarily by pricing actions taken throughout the third quarter of 2021 on most of our Sparkling and Still beverages. These pricing actions were taken to help offset increases to our major input costs including aluminum, PET resin and transportation costs. Sparkling volume decreased 0.6% in the third quarter of 2021, outperforming the price elasticity historically associated with higher pricing. Still volume decreased 0.7%, while net sales increased 8%. We experienced significant supply chain challenges with several of our Still beverage brands during the third quarter of 2021, which negatively impacted our growth trend in the Still beverage category. Physical case volume and net sales increased 3.3% and 12%, respectively, for the first nine months of 2021.

Gross profit in the third quarter of 2021 increased $45.3 million, or 10%, while gross margin decreased 10 basis points to 35.5%. The improvement in gross profit was primarily due to the pricing actions taken throughout the third quarter of 2021. As we anticipated, the benefit of increased selling prices was partially offset by higher input costs, which resulted in relatively stable gross margin when compared to the third quarter of 2020. We expect higher input costs to continue in the fourth quarter of 2021 as commodity markets continue to be volatile and supply chains continue to be challenged. Gross profit in the first nine months of 2021 increased $154.3 million, or 12%.

“Our strong third quarter results demonstrate our success in navigating a very challenging operating environment. We continue to experience rising commodity costs, labor shortages for a majority of our front-line positions and supply chain interruptions for key manufacturing inputs and finished goods,” said Dave Katz, President and Chief Operating Officer. “The pricing actions we took in the third quarter in response to higher input costs are driving value across our portfolio and enabling us to maintain our margins on key brands and packages. Our sales growth of 10% in the third quarter is a testament to the strength of our brands and our continued success in executing commercial strategies across our Coca-Cola trademark brands including new Coca-Cola Zero Sugar and other brands such as AHA and BODYARMOR.”




Selling, delivery and administrative (“SD&A”) expenses in the third quarter of 2021 increased $12.1 million, or 3%. SD&A expenses as a percentage of net sales decreased 160 basis points in the third quarter of 2021. The increase in SD&A expenses related primarily to an increase in labor costs as compared to the third quarter of 2020. During the third quarter of 2021, we provided incentives to attract, reward and retain our front-line teammates and we increased the base pay in certain competitive markets. We also experienced higher overtime in the quarter as the labor pool for our front-line positions continues to be challenging. SD&A expenses in the first nine months of 2021 increased $22.0 million, or 2%. SD&A expenses as a percentage of net sales in the first nine months of 2021 decreased 250 basis points as compared to the first nine months of 2020.

“Labor shortages and wage inflation continue to be the most challenging aspects of managing our operating expenses as we work to fulfill our customer and consumer demand. We are committed to investing in our people and our work to ensure our wages and benefits are competitive and our value proposition resonates with teammates,” Mr. Katz continued. “While we continue to face near-term challenges that require us to remain flexible and nimble in our planning, we remain confident in our financial outlook for the balance of 2021. Our goal for the fourth quarter is to build on the momentum of our commercial success to successfully position ourselves for a strong start to 2022.”

Income from operations in the third quarter of 2021 was $137.0 million, compared to $103.8 million in the third quarter of 2020, an increase of 32%. On an adjusted(d) basis, income from operations in the third quarter of 2021 was $137.2 million, an increase of 30%. For the first nine months of 2021, income from operations increased $132.3 million to $352.1 million.

Net income in the third quarter of 2021 was $68.9 million, compared to $51.9 million in the third quarter of 2020, an improvement of $17.0 million. Net income in the third quarter of 2021 was adversely impacted by fair value adjustments to our acquisition related contingent consideration liability, driven primarily by changes in future cash flow projections. Fair value adjustments to this liability are routine and non-cash in nature. Income tax expense in the third quarter of 2021 was $25.0 million, compared to $18.4 million in the third quarter of 2020. Net income increased $64.4 million in the first nine months of 2021 to $170.5 million as compared to the first nine months of 2020.

Cash flows provided by operations for the first nine months of 2021 were $439.9 million, compared to $376.4 million for the first nine months of 2020. The significant increase in operating cash flows for the first nine months of 2021 was a result of our strong operating performance. The Company reduced outstanding indebtedness by $147.3 million during the first nine months of 2021. We remain focused on the effective management of our working capital and continue to invest in long-term strategic projects to optimize our supply chain and better serve our customers.




(a) The first nine months of 2021 included one additional selling day compared to the first nine months of 2020. We do not believe the additional selling day had a material impact on our financial results.
(b) Fountain syrups are dispensed through equipment that mixes with carbonated or still water, enabling fountain retailers to sell finished products to consumers in cups or glasses.
(c) All comparisons are to the corresponding period in the prior year unless specified otherwise.
(d) The discussion of the results for the third quarter and first nine months ended October 1, 2021 includes selected non-GAAP financial information, such as “adjusted” results. The schedules in this news release reconcile such non-GAAP financial measures to the most directly comparable GAAP financial measures.

About Coca-Cola Consolidated, Inc.
Coca-Cola Consolidated is the largest Coca-Cola bottler in the United States. Our Purpose is to honor God in all we do, serve others, pursue excellence and grow profitably. For over 119 years, we have been deeply committed to the consumers, customers and communities we serve and passionate about the broad portfolio of beverages and services we offer. We make, sell and distribute beverages of The Coca-Cola Company and other partner companies in more than 300 brands and flavors across 14 states and the District of Columbia to over 66 million consumers.

Headquartered in Charlotte, N.C., Coca-Cola Consolidated is traded on the NASDAQ Global Select Market under the symbol COKE. More information about the Company is available at www.cokeconsolidated.com. Follow Coca‑Cola Consolidated on Facebook, Twitter, Instagram and LinkedIn.



Cautionary Information Regarding Forward-Looking Statements

Certain statements contained in this news release are “forward-looking statements” that involve risks and uncertainties. The words “anticipate,” “believe,” “expect,” “project,” “may,” “will,” “should,” “could” and similar expressions are intended to identify those forward-looking statements. These forward-looking statements reflect the Company’s best judgment based on current information, and, although we base these statements on circumstances that we believe to be reasonable when made, there can be no assurance that future events will not affect the accuracy of such forward-looking information. As such, the forward-looking statements are not guarantees of future performance, and actual results may vary materially from the projected results and expectations discussed in this news release. Factors that might cause the Company’s actual results to differ materially from those anticipated in forward-looking statements include, but are not limited to: increased costs, disruption of supply or shortages of raw materials, fuel and other supplies; the reliance on purchased finished products from external sources; changes in public and consumer perception and preferences, including concerns related to obesity, artificial ingredients, product safety and sustainability and brand reputation; changes in government regulations related to nonalcoholic beverages, including regulations related to obesity, public health, artificial ingredients and product safety and sustainability; the COVID-19 pandemic and other pandemic outbreaks in the future; decreases from historic levels of marketing funding support provided to us by The Coca‑Cola Company and other beverage companies; material changes in the performance requirements for marketing funding support or our inability to meet such requirements; decreases from historic levels of advertising, marketing and product innovation spending by The Coca‑Cola Company and other beverage companies, or advertising campaigns that are negatively perceived by the public; any failure of the several Coca‑Cola system governance entities of which we are a participant to function efficiently or on our best behalf and any failure or delay of ours to receive anticipated benefits from these governance entities; provisions in our beverage distribution and manufacturing agreements with The Coca‑Cola Company that could delay or prevent a change in control of us or a sale of our Coca‑Cola distribution or manufacturing businesses; the concentration of our capital stock ownership; our inability to meet requirements under our beverage distribution and manufacturing agreements; changes in the inputs used to calculate our acquisition related contingent consideration liability; technology failures or cyberattacks on our technology systems or our effective response to technology failures or cyberattacks on our customers’, suppliers’ or other third parties’ technology systems; unfavorable changes in the general economy; changes in our top customer relationships and marketing strategies; lower than expected net pricing of our products resulting from continued and increased customer and competitor consolidations and marketplace competition; the effect of changes in our level of debt, borrowing costs and credit ratings on our access to capital and credit markets, operating flexibility and ability to obtain additional financing to fund future needs; the failure to attract, train and retain qualified employees while controlling labor costs, and other labor issues; the failure to maintain productive relationships with our employees covered by collective bargaining agreements, including failing to renegotiate collective bargaining agreements; changes in accounting standards; our use of estimates and assumptions; changes in tax laws, disagreements with tax authorities or additional tax liabilities; changes in legal contingencies; natural disasters, changing weather patterns and unfavorable weather; and climate change or legislative or regulatory responses to such change. These and other factors are discussed in the Company’s regulatory filings with the United States Securities and Exchange Commission, including those in “Item 1A. Risk Factors” of the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2020. The forward-looking statements contained in this news release speak only as of this date, and the Company does not assume any obligation to update them, except as required by applicable law.

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FINANCIAL STATEMENTS
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)
Third QuarterFirst Nine Months
(in thousands, except per share data)2021202020212020
Net sales$1,457,432 $1,328,484 $4,160,375 $3,728,720 
Cost of sales939,720 856,046 2,699,020 2,421,686 
Gross profit517,712 472,438 1,461,355 1,307,034 
Selling, delivery and administrative expenses380,681 368,594 1,109,279 1,087,251 
Income from operations137,031 103,844 352,076 219,783 
Interest expense, net8,097 9,033 25,208 27,778 
Other expense, net34,982 21,394 94,078 39,826 
Income before income taxes93,952 73,417 232,790 152,179 
Income tax expense 25,022 18,363 62,317 38,911 
Net income68,930 55,054 170,473 113,268 
Less: Net income attributable to noncontrolling interest— 3,170 — 7,153 
Net income attributable to Coca‑Cola Consolidated, Inc.$68,930 $51,884 $170,473 $106,115 
Basic net income per share based on net income attributable to Coca‑Cola Consolidated, Inc.:
Common Stock$7.36 $5.53 $18.19 $11.32 
Weighted average number of Common Stock shares outstanding7,141 7,141 7,141 7,141 
Class B Common Stock$7.36 $5.53 $18.19 $11.32 
Weighted average number of Class B Common Stock shares outstanding2,232 2,232 2,232 2,232 
Diluted net income per share based on net income attributable to Coca‑Cola Consolidated, Inc.:
Common Stock$7.32 $5.51 $18.11 $11.25 
Weighted average number of Common Stock shares outstanding – assuming dilution9,409 9,430 9,413 9,430 
Class B Common Stock$7.31 $5.51 $18.10 $11.24 
Weighted average number of Class B Common Stock shares outstanding – assuming dilution2,268 2,289 2,272 2,289 




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FINANCIAL STATEMENTS
CONDENSED CONSOLIDATED BALANCE SHEETS
(UNAUDITED)
(in thousands)October 1, 2021December 31, 2020
ASSETS
Current Assets:
Cash and cash equivalents$186,878 $54,793 
Trade accounts receivable, net465,601 403,825 
Other accounts receivable87,561 86,287 
Inventories240,495 225,757 
Prepaid expenses and other current assets84,152 74,146 
Assets held for sale6,932 6,429 
Total current assets1,071,619 851,237 
Property, plant and equipment, net1,009,325 1,022,722 
Right-of-use assets - operating leases140,410 134,383 
Leased property under financing leases, net65,625 69,867 
Other assets120,230 111,781 
Goodwill165,903 165,903 
Other identifiable intangible assets, net846,828 866,557 
Total assets$3,419,940 $3,222,450 
LIABILITIES AND EQUITY
Current Liabilities:
Current portion of obligations under operating leases$20,650 $19,766 
Current portion of obligations under financing leases6,009 5,860 
Accounts payable and accrued expenses741,637 621,434 
Total current liabilities768,296 647,060 
Deferred income taxes151,558 139,423 
Pension and postretirement benefit obligations and other liabilities836,874 792,605 
Noncurrent portion of obligations under operating leases123,627 119,923 
Noncurrent portion of obligations under financing leases66,268 69,984 
Long-term debt793,177 940,465 
Total liabilities2,739,800 2,709,460 
Equity:
Stockholders’ equity680,140 512,990 
Total liabilities and equity$3,419,940 $3,222,450 




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FINANCIAL STATEMENTS
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
First Nine Months
(in thousands)20212020
Cash Flows from Operating Activities:
Net income$170,473 $113,268 
Depreciation expense, amortization of intangible assets and deferred proceeds, net135,341 134,489 
Fair value adjustment of acquisition related contingent consideration90,905 35,068 
Deferred payroll taxes under CARES Act(18,739)24,648 
Deferred income taxes10,907 5,302 
Change in current assets and current liabilities60,546 57,651 
Change in noncurrent assets and noncurrent liabilities(17,550)(7,415)
Other7,992 13,390 
Net cash provided by operating activities$439,875 $376,401 
Cash Flows from Investing Activities:
Additions to property, plant and equipment$(119,620)$(110,717)
Other23 627 
Net cash used in investing activities$(119,597)$(110,090)
Cash Flows from Financing Activities:
Payments on revolving credit facility and term loan facility$(272,500)$(302,500)
Borrowings under term loan facility70,000 — 
Borrowings under revolving credit facility55,000 235,000 
Payments of acquisition related contingent consideration(28,640)(31,999)
Cash dividends paid(7,030)(7,030)
Principal payments on financing lease obligations(3,567)(4,428)
Debt issuance fees(1,456)(145)
Net cash used in financing activities$(188,193)$(111,102)
Net increase in cash during period$132,085 $155,209 
Cash at beginning of period54,793 9,614 
Cash at end of period$186,878 $164,823 





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NON-GAAP FINANCIAL MEASURES(e) The following tables reconcile reported results (GAAP) to adjusted results (non-GAAP):
Third Quarter 2021
(in thousands, except per share data)Gross profitSD&A expensesIncome from operationsIncome before income taxesNet income Basic net income per share
Reported results (GAAP)$517,712 $380,681 $137,031 $93,952 $68,930 $7.36 
Fair value adjustment of acquisition related contingent consideration— — — 33,924 25,488 2.72 
Fair value adjustments for commodity derivative instruments(3,794)426 (4,220)(4,220)(3,169)(0.34)
Supply chain optimization4,360 (35)4,395 4,395 3,299 0.35 
Total reconciling items566 391 175 34,099 25,618 2.73 
Adjusted results (non-GAAP)$518,278 $381,072 $137,206 $128,051 $94,548 $10.09 
Adjusted % change vs. Q3 20209.3 %3.2 %30.4 %
Third Quarter 2020
(in thousands, except per share data)Gross profitSD&A expensesIncome from operationsIncome before income taxesNet income Basic net income per share
Reported results (GAAP)$472,438 $368,594 $103,844 $73,417 $51,884 $5.53 
Fair value adjustment of acquisition related contingent consideration— — — 19,808 14,895 1.60 
Fair value adjustments for commodity derivative instruments(1,194)575 (1,769)(1,769)(1,330)(0.14)
Supply chain optimization3,122 — 3,122 3,122 2,348 0.25 
Total reconciling items1,928 575 1,353 21,161 15,913 1.71 
Adjusted results (non-GAAP)$474,366 $369,169 $105,197 $94,578 $67,797 $7.24 

First Nine Months 2021
(in thousands, except per share data)Gross profitSD&A expensesIncome from operationsIncome before income taxesNet income Basic net income per share
Reported results (GAAP)$1,461,355 $1,109,279 $352,076 $232,790 $170,473 $18.19 
Fair value adjustment of acquisition related contingent consideration— — — 90,905 68,224 7.28 
Fair value adjustments for commodity derivative instruments(6,210)1,491 (7,701)(7,701)(5,780)(0.62)
Supply chain and asset optimization6,464 (793)7,257 7,257 5,446 0.58 
Total reconciling items254 698 (444)90,461 67,890 7.24 
Adjusted results (non-GAAP)$1,461,609 $1,109,977 $351,632 $323,251 $238,363 $25.43 
Adjusted % change vs. 3Qs 202011.5 %2.1 %57.2 %



First Nine Months 2020
(in thousands, except per share data)Gross profitSD&A expensesIncome from operationsIncome before income taxesNet income Basic net income per share
Reported results (GAAP)$1,307,034 $1,087,251 $219,783 $152,179 $106,115 $11.32 
Fair value adjustment of acquisition related contingent consideration— — — 35,068 26,371 2.82 
Fair value adjustments for commodity derivative instruments(924)(949)25 25 19 — 
Supply chain and asset optimization4,441 601 3,840 3,840 2,888 0.31 
Total reconciling items3,517 (348)3,865 38,933 29,278 3.13 
Adjusted results (non-GAAP)$1,310,551 $1,086,903 $223,648 $191,112 $135,393 $14.45 


(e) The Company reports its financial results in accordance with accounting principles generally accepted in the United States (“GAAP”). However, management believes that certain non-GAAP financial measures provide users with additional meaningful financial information that should be considered when assessing the Company’s ongoing performance. Management also uses these non-GAAP financial measures in making financial, operating and planning decisions and in evaluating the Company’s performance. Non-GAAP financial measures should be viewed in addition to, and not as an alternative for, the Company’s reported results prepared in accordance with GAAP. The Company’s non-GAAP financial information does not represent a comprehensive basis of accounting.