SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 --------------------------- FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE Check if an application to determine eligibility of a Trustee pursuant to Section 305 (b)(2) X --- ------------------------ CITIBANK, N.A. (Exact name of trustee as specified in its charter) 13-5266470 (I.R.S. employer identification no.) 399 Park Avenue, New York, New York 10043 (Address of principal executive office) (Zip Code) ----------------------- COCA-COLA BOTTLING CO. CONSOLIDATED (Exact name of obligor as specified in its charter) DELAWARE 56-0950585 (State or other jurisdiction of (I.R.S. employer incorporation or organization) identification no.) 4100 COCA-COLA PLAZA CHARLOTTE, NORTH CAROLINA 28211 (Address of principal executive offices) (Zip Code) Senior Unsecured Notes -------------------------------- (Title of the indenture securities) 1
Item 1. General Information. Furnish the following information as to the trustee: (a) Name and address of each examining or supervising authority to which it is subject. Name Address ---- ------- Comptroller of the Currency Washington, D.C. Federal Reserve Bank of New York New York, NY 33 Liberty Street New York, NY Federal Deposit Insurance Corporation Washington, D.C. (b) Whether it is authorized to exercise corporate trust powers. Yes. Item 2. Affiliations with Obligor. If the obligor is an affiliate of the trustee, describe each such affiliation. None. Item 16. List of Exhibits. List below all exhibits filed as a part of this Statement of Eligibility. Exhibits identified in parentheses below, on file with the Commission, are incorporated herein by reference as exhibits hereto. Exhibit 1 - Copy of Articles of Association of the Trustee, as now in effect. (Exhibit 1 to T-1 to Registration Statement No. 2-79983) Exhibit 2 - Copy of certificate of authority of the Trustee to commence business. (Exhibit 2 to T-1 to Registration Statement No. 2-29577). Exhibit 3 - Copy of authorization of the Trustee to exercise corporate trust powers. (Exhibit 3 to T-1 to Registration Statement No. 2-55519) Exhibit 4 - Copy of existing By-Laws of the Trustee. (Exhibit 4 to T-1 to Registration Statement No. 33-34988) Exhibit 5 - Not applicable. 2
Exhibit 6 - The consent of the Trustee required by Section 321(b) of the Trust Indenture Act of 1939. (Exhibit 6 to T-1 to Registration Statement No. 33-19227.) Exhibit 7 - Copy of the latest Report of Condition of Citibank, N.A. (as of June 30, 2002 - attached) Exhibit 8 - Not applicable. Exhibit 9 - Not applicable. ------------------ SIGNATURE Pursuant to the requirements of the Trust Indenture Act of 1939, the Trustee, Citibank, N.A., a national banking association organized and existing under the laws of the United States of America, has duly caused this statement of eligibility to be signed on its behalf by the undersigned, thereunto duly authorized, all in The City of New York and State of New York, on the 4th day of November, 2002. CITIBANK, N.A. By /s/John J. Byrnes ------------------ John J. Byrnes Vice President
Exhibit 7 Charter No. 1461 Comptroller of the Currency Northeastern District REPORT OF CONDITION CONSOLIDATING DOMESTIC AND FOREIGN SUBSIDIARIES OF Citibank, N.A. of New York in the State of New York, at the close of business on June 30, 2002, published in response to call made by Comptroller of the Currency, under Title 12, United States Code, Section 161. Charter Number 1461 Comptroller of the Currency Northeastern District. ASSETS Thousands of dollars Cash and balances due from depository institutions: Noninterest-bearing balances and currency and coin .....................$10,180,000 Interest-bearing balances .......................14,852,000 Held-to-maturity securities ........................160,000 Available-for-sale securities . . . . ...........57,197,000 Federal funds sold in domestic Offices ................................... 3,510,000 Securities purchased under agreements to resell ......................12,290,000 Loans and lease financing receivables: Loans and leases held for sale ...................9,202,000 Loans and Leases, net of unearned income ....296,924,000 LESS: Allowance for loan and lease losses ...............7,496,000 ------------- Loans and leases, net of unearned income, allowance, and reserve ........289,428,000 Trading assets ..................................48,656,000 Premises and fixed assets (including capitalized leases) ..........4,093,000 Other real estate owned ............................173,000 Investments in unconsolidated subsidiaries and associated companies .................................803,000 Customers' liability to this bank on acceptances outstanding ..............1,412,000 Intangible assets: Goodwill ......................5,280,000 Intangible assets: Other intangible assets .................................5,155,000 Other assets ....................................24,683,000 ---------- TOTAL ASSETS ..................................$487,074,000 ============ LIABILITIES Deposits: In domestic offices .................$103,347,000 Noninterest- bearing ............18,032,000 Interest- bearing ...............85,315,000 In foreign offices, Edge and Agreement subsidiaries, and IBFs ..............................225,026,000
Noninterest- bearing .........15,991,000 Interest- bearing ...........209,035,000 Federal funds purchased in domestic Offices ...................................13,358,000 Securities sold under agreements to repurchase ..........................12,703,000 Demand notes issued to the U.S. Treasury ...................................0 Trading liabilities .............................30,055,000 Other borrowed money (includes mortgage indebtedness and obligations under capitalized leases): ss ............................29,221,000 Bank's liability on acceptances executed and outstanding ................1,412,000 Subordinated notes and debentures ...............10,700,000 Other liabilities ...............................22,809,000 ---------- TOTAL LIABILITIES .............................$448,631,000 ------------ Minority interest in consolidated Subsidiaries .......................................214,000 EQUITY CAPITAL Perpetual preferred stock and related surplus .........................1,950,000 Common stock .......................................751,000 Surplus .........................................19,217,000 Retained Earnings ...............................17,866,000 Accumulated other comprehensive income .................................-1,555,000 Other equity capital components ...............................................0 TOTAL EQUITY CAPITAL ...........................$38,229,000 TOTAL LIABILITIES AND EQUITY CAPITAL ..............................$487,074,000 ============ I, Grace B. Vogel, VP and Controller of the above-named bank do hereby declare that this Report of Condition is true and correct to the best of my knowledge and belief. GRACE B VOGEL VICE PRESIDENT AND CONTROLLER We, the undersigned directors, attest to the correctness of this Report of Condition. We declare that it has been examined by us, and to the best of our knowledge and belief has been prepared in conformance with the instructions and is true and correct. ALAN S. MACDONALD WILLIAM R. RHODES VICTOR J. MENEZES DIRECTORS