e8vk
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):
August 11, 2010
COCA-COLA BOTTLING CO. CONSOLIDATED
(Exact name of registrant as specified in its charter)
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Delaware
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0-9286
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56-0950585 |
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(State or other jurisdiction of incorporation)
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(Commission File Number)
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(IRS Employer Identification No.) |
4100 Coca-Cola Plaza, Charlotte, North Carolina 28211
(Address of principal executive offices) (Zip Code)
(704) 557-4400
(Registrants telephone number, including area code)
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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Item 2.02. |
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Results of Operations and Financial Condition. |
On August 11, 2010, Coca-Cola Bottling Co. Consolidated (the Company) issued a news
release announcing its financial results for the quarter ended July 4, 2010. A copy of
the news release is furnished as Exhibit 99.1 hereto.
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Item 9.01. |
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Financial Statements and Exhibits. |
(d) Exhibits.
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99.1 |
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News release issued on August 11, 2010, reporting the Companys
financial results for the quarter ended July 4, 2010. |
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.
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COCA-COLA BOTTLING CO. CONSOLIDATED
(REGISTRANT)
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Date: August 13, 2010 |
BY: |
/s/ James E. Harris |
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James E. Harris |
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Principal Financial Officer of the
Registrant and
Senior Vice President and Chief Financial Officer |
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC
EXHIBITS
CURRENT REPORT
ON
FORM 8-K
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Date of Event Reported:
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Commission File No: |
August 11, 2010
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0-9286 |
COCA-COLA BOTTLING CO. CONSOLIDATED
EXHIBIT INDEX
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Exhibit No. |
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Exhibit Description |
99.1
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News release issued on August 11, 2010, reporting the Companys financial results for
the quarter ended July 4, 2010. |
exv99w1
Exhibit 99.1
Coca-Cola Bottling Co. Consolidated, 4100 Coca-Cola Plaza, Charlotte, NC 28211
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News Release
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Media Contact:
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Lauren C. Steele |
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VP Corporate Affairs |
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704-557-4551 |
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Investor Contact:
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James E. Harris |
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Senior VP CFO |
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704-557-4582 |
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FOR IMMEDIATE RELEASE
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Symbol: COKE |
August 11, 2010
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Quoted: The NASDAQ Stock Market (Global
Select Market) |
Coca-Cola Bottling Co. Consolidated Reports
Second Quarter and First Half 2010 Results
CHARLOTTE, NC Coca-Cola Bottling Co. Consolidated (NASDAQ: COKE) today announced it earned
$12.0 million, or basic net income per share of $1.31, on net sales of $417.4 million for the
second quarter of 2010, compared to net income of $12.2 million, or basic net income per share of
$1.33, on net sales of $377.7 million for the second quarter of 2009. The results for the second
quarter of 2010 included $4.7 million of after-tax losses ($7.8 million on a pre-tax basis) due to
mark-to-market adjustments on fuel and aluminum hedges and $.4 million of after-tax gains ($.6
million on a pre-tax basis) from insurance recoveries on assets lost or damaged due to the
Nashville, Tennessee area flood. The results for the second quarter of 2009 included $3.0 million
of after-tax gains ($4.9 million on a pre-tax basis) due to mark-to-market adjustments on fuel and
aluminum hedges.
On a comparable basis, the Company earned $16.3 million in the second quarter of 2010, or
comparable basic net income per share of $1.78, versus $9.2 million in the second quarter of 2009,
or comparable basic net income per share of $1.00. The following table reconciles reported GAAP net
income and comparable net income and basic net income per share for the second quarter of 2010 and
2009:
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Second Quarter |
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Basic Net Income Per |
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Net Income |
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Share |
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In Thousands, Except Per Share Amounts |
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2010 |
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2009 |
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2010 |
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2009 |
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Reported net income (GAAP) |
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$ |
12,043 |
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$ |
12,187 |
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$ |
1.31 |
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$ |
1.33 |
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Net (gain) loss on mark-to-market adjustments
on fuel & aluminum hedges, net of tax |
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4,749 |
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(2,954 |
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0.52 |
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(0.32 |
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Impact of Nashville flood, net of tax |
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(372 |
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(0.04 |
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Other income tax changes |
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(99 |
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(52 |
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(0.01 |
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(0.01 |
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Total |
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4,278 |
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(3,006 |
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0.47 |
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(0.33 |
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Comparable net income (a) |
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$ |
16,321 |
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$ |
9,181 |
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$ |
1.78 |
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$ |
1.00 |
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(a) |
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This non-GAAP financial information is provided to allow investors to more
clearly evaluate operating performance and business trends for the second quarters of 2010 and
2009. Management uses this information to review results excluding items that are not necessarily
indicative of ongoing results. |
The Company earned $16.7 million, or basic net income per share of $1.82, on net sales of
$764.9 million for the first half of 2010, compared to net income of $20.7 million, or basic net
income per share of $2.26, on net sales of $714.0 million for the first half of 2009. The results
for the first half of 2010 included $4.6 million of after-tax losses ($7.6 million on a pre-tax
basis) due to mark-to-market adjustments on fuel and aluminum hedges, the $.4 million of after-tax
gain ($.6 million on a pre-tax basis) from the impact of the Nashville flood and a $.5 million
increase in tax expense due to the change in tax law eliminating the tax deduction once available
for Medicare Part D subsidies. The results for the first half of 2009 included $4.4 million of
after-tax gains ($7.3 million on a pre-tax basis) due to mark-to-market adjustments on fuel and
aluminum hedges and a $1.7 million decrease in income tax expense due to the settlement of prior
tax positions with a state tax authority.
On a comparable basis, the Company earned $21.3 million in the first half of 2010, or comparable
basic net income per share of $2.32, versus $14.7 million in the first half of 2009, or comparable
basic net income per share of $1.61. The following table reconciles reported GAAP net income and
comparable net income and basic net income per share for the first half of 2010 and 2009:
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First Half |
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Basic Net Income Per |
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Net Income |
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Share |
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In Thousands, Except Per Share Amounts |
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2010 |
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2009 |
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2010 |
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2009 |
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Reported net income (GAAP) |
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$ |
16,703 |
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$ |
20,718 |
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$ |
1.82 |
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$ |
2.26 |
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Net (gain) loss on mark-to-market adjustments
on fuel & aluminum hedges, net of tax |
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4,600 |
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(4,429 |
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0.50 |
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(0.48 |
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Impact of Nashville flood, net of tax |
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(372 |
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(0.04 |
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Impact of change in tax law regarding Medicare Part D subsidy |
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464 |
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0.05 |
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Change in uncertain tax positions due to settlement of prior tax
positions with a state taxing authority |
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(1,686 |
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(0.18 |
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Other income tax changes |
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(134 |
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132 |
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(0.01 |
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0.01 |
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Total |
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4,558 |
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(5,983 |
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0.50 |
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(0.65 |
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Comparable net income (a) |
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$ |
21,261 |
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$ |
14,735 |
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$ |
2.32 |
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$ |
1.61 |
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(a) |
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This non-GAAP financial information is provided to allow investors to more
clearly evaluate operating performance and business trends for the first half of 2010 and 2009.
Management uses this information to review results excluding items that are not necessarily
indicative of ongoing results. |
J. Frank Harrison, III, Chairman and CEO, said, We are very pleased about our performance
thus far in 2010. We have seen strong growth on both a top-line and comparable bottom-line basis.
Our employees continue to deliver exemplary results in the face of a tough economic environment and
our customers and consumers enjoyed our great brands at a rate that has outpaced performance in
recent years. We are especially proud of these results given the severe flood in our Nashville
market. More importantly, we are extremely proud of how our Nashville team, and our Company as a
whole, served the needs of our fellow employees, our customers and the community. Our employees
response to this disaster reflects great servant leadership in a time of crisis.
William B. Elmore, President and COO, added, Consumers in our franchise territories have faced
unprecedented challenges; however, we continue to see signs of growing optimism. Our package /
price strategies have seen win/win results with our retail partners even as unemployment rates in
our territories have been some of the worst in the U.S. Further, our continuous improvement around
operating cost efficiency continues to drive very strong results during a period of increased
demand. We are very pleased with our performance in the first half of 2010 and are cautiously optimistic
about the performance outlook for the balance of 2010.
Cautionary Information Regarding Forward-Looking Statements
Included in this news release and other information that we make publicly available from time
to time are forward-looking management comments and other statements that reflect managements
current outlook for future periods. These statements include, among others, statements regarding
our cautious optimism about the performance outlook for the balance of 2010.
These statements and expectations are based on currently available competitive, financial and
economic data along with our operating plans, and are subject to future events and uncertainties
that could cause anticipated events not to occur or actual results to differ materially from
historical or anticipated results. Among the events or uncertainties which could adversely affect
future periods are: lower than expected selling pricing resulting from increased marketplace
competition; changes in how significant customers market or promote our products; changes in public
and consumer preferences related to nonalcoholic beverages; unfavorable changes in the general
economy; miscalculation of our need for infrastructure investment; our inability to meet
requirements under bottling contracts; material changes in the performance requirements for
marketing funding support or our inability to meet such requirements; decreases from historic
levels of marketing funding support; changes in The Coca-Cola Companys and other beverage
companies levels of advertising, marketing and spending on brand innovation; the inability of our
aluminum can or plastic bottle suppliers to meet our purchase requirements; our inability to offset
higher raw material costs with higher selling prices, increased bottle/can sales volume or reduced
expenses; sustained increases in fuel costs or our inability to secure adequate supplies of fuel;
sustained increases in workers compensation, employment practices and vehicle accident costs;
sustained increases in the cost of employee benefits; product liability claims or product recalls;
technology failures; changes in interest rates; adverse changes in our credit rating (whether as a
result of our operations or prospects or as a result of those of The Coca-Cola Company or other
bottlers in the Coca-Cola system); changes in legal contingencies; legislative changes effecting
our distribution and packaging; additional taxes resulting from tax audits; natural disasters and
unfavorable weather; issues surrounding labor relations; recent bottler litigation; our use of
estimates and assumptions; public policy challenges regarding the sale of soft drinks in schools;
the impact of recent volatility in the financial markets to access the credit markets; legislative
changes that could affect distribution and packaging; the impact of recently announced and
completed acquisitions of bottlers by their franchisors; obesity and other health concerns may
reduce demand for the Companys products; global climate change or legal, regulatory or market
response to such change; ability to change distribution methods and business practices could be
negatively affected by bottler disputes; and the concentration of our capital stock ownership. The
forward-looking statements in this news release should be read in conjunction with the more
detailed descriptions of the above factors located in our Annual Report on Form 10-K for the year
ended January 3, 2010 under Part I, Item 1A Risk Factors as well as those additional factors we
may describe from time to time in other filings with the Securities and Exchange Commission.
Except as required by law, the Company undertakes no obligation to update or revise any
forward-looking statements contained in this release as a result of new information or future
events or developments.
Enjoy Coca-Cola
Coca-Cola Bottling Co. Consolidated
CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)
In Thousands (Except Per Share Data)
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Second Quarter |
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First Half |
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2010 |
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2009 |
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2010 |
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2009 |
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Net sales |
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$ |
417,361 |
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$ |
377,749 |
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$ |
764,859 |
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$ |
714,010 |
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Cost of sales |
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249,353 |
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217,622 |
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450,148 |
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406,754 |
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Gross margin |
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168,008 |
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160,127 |
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314,711 |
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307,256 |
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Selling, delivery and administrative expenses |
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138,190 |
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129,449 |
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267,234 |
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255,437 |
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Income from operations |
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29,818 |
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|
30,678 |
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47,477 |
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51,819 |
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Interest expense |
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8,802 |
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9,935 |
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17,612 |
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19,193 |
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Income before income taxes |
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21,016 |
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20,743 |
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29,865 |
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32,626 |
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Income taxes |
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|
7,612 |
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|
7,825 |
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11,326 |
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10,885 |
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Net income |
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|
13,404 |
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|
12,918 |
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18,539 |
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21,741 |
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Less: Net income attributable to the
noncontrolling interest |
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1,361 |
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731 |
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|
1,836 |
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|
1,023 |
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Net income attributable to Coca-Cola Bottling Co.
Consolidated |
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$ |
12,043 |
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$ |
12,187 |
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$ |
16,703 |
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$ |
20,718 |
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Basic net income per share based on net
income attributable to Coca-Cola Bottling Co.
Consolidated: |
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Common Stock |
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$ |
1.31 |
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$ |
1.33 |
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$ |
1.82 |
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$ |
2.26 |
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Weighted average number of Common
Stock shares outstanding |
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7,141 |
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|
7,141 |
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7,141 |
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6,999 |
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Class B Common Stock |
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$ |
1.31 |
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$ |
1.33 |
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$ |
1.82 |
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$ |
2.26 |
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Weighted average number of Class B
Common Stock shares outstanding |
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2,044 |
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|
2,022 |
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|
2,036 |
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|
2,164 |
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Diluted net income per share based on net
income attributable to Coca-Cola Bottling Co.
Consolidated: |
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Common Stock |
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$ |
1.31 |
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$ |
1.32 |
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$ |
1.81 |
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$ |
2.25 |
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Weighted average number of Common
Stock shares outstanding assuming dilution |
|
|
9,225 |
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|
9,203 |
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|
9,217 |
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|
9,189 |
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Class B Common Stock |
|
$ |
1.30 |
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$ |
1.32 |
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$ |
1.80 |
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$ |
2.25 |
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Weighted average number of Class B Common
Stock shares outstanding assuming dilution |
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|
2,084 |
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|
|
2,062 |
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|
|
2,076 |
|
|
|
2,190 |
|
Coca-Cola Bottling Co. Consolidated
CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED)
In Thousands
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July 4, |
|
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January 3, |
|
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June 28, |
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|
2010 |
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2010 |
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2009 |
|
ASSETS |
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Current assets: |
|
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Cash |
|
$ |
17,801 |
|
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$ |
22,270 |
|
|
$ |
37,953 |
|
Trade accounts receivable, net |
|
|
133,034 |
|
|
|
92,727 |
|
|
|
103,971 |
|
Accounts receivable, other |
|
|
39,752 |
|
|
|
21,114 |
|
|
|
38,297 |
|
Inventories |
|
|
72,105 |
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|
59,122 |
|
|
|
77,385 |
|
Prepaids and other current assets |
|
|
30,583 |
|
|
|
35,016 |
|
|
|
32,753 |
|
|
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|
|
|
|
|
|
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|
Total current assets |
|
|
293,275 |
|
|
|
230,249 |
|
|
|
290,359 |
|
|
|
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|
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|
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|
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|
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|
Property, plant and equipment, net |
|
|
317,140 |
|
|
|
326,701 |
|
|
|
325,820 |
|
Leased property under capital leases, net |
|
|
49,202 |
|
|
|
51,548 |
|
|
|
53,906 |
|
Other assets |
|
|
41,034 |
|
|
|
46,508 |
|
|
|
41,454 |
|
Franchise rights, goodwill and other intangibles,
net |
|
|
627,826 |
|
|
|
628,071 |
|
|
|
628,351 |
|
|
|
|
|
|
|
|
|
|
|
Total |
|
$ |
1,328,477 |
|
|
$ |
1,283,077 |
|
|
$ |
1,339,890 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
LIABILITIES AND EQUITY |
|
|
|
|
|
|
|
|
|
|
|
|
Current liabilities: |
|
|
|
|
|
|
|
|
|
|
|
|
Current portion of debt and capital lease
obligations |
|
$ |
8,856 |
|
|
$ |
3,846 |
|
|
$ |
6,114 |
|
Accounts payable and accrued expenses |
|
|
189,646 |
|
|
|
158,136 |
|
|
|
198,075 |
|
|
|
|
|
|
|
|
|
|
|
Total current liabilities |
|
|
198,502 |
|
|
|
161,982 |
|
|
|
204,189 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Deferred income taxes |
|
|
149,622 |
|
|
|
158,548 |
|
|
|
139,328 |
|
Pension, postretirement and other liabilities |
|
|
198,469 |
|
|
|
196,274 |
|
|
|
210,888 |
|
Long-term debt and obligations under capital leases |
|
|
595,349 |
|
|
|
597,178 |
|
|
|
639,065 |
|
|
|
|
|
|
|
|
|
|
|
Total liabilities |
|
|
1,141,942 |
|
|
|
1,113,982 |
|
|
|
1,193,470 |
|
Stockholders equity |
|
|
131,895 |
|
|
|
116,291 |
|
|
|
95,000 |
|
Noncontrolling interest |
|
|
54,640 |
|
|
|
52,804 |
|
|
|
51,420 |
|
|
|
|
|
|
|
|
|
|
|
Total |
|
$ |
1,328,477 |
|
|
$ |
1,283,077 |
|
|
$ |
1,339,890 |
|
|
|
|
|
|
|
|
|
|
|