UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
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
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of Earliest Event Reported):
May 12, 2010
COCA-COLA BOTTLING CO. CONSOLIDATED
(Exact name of registrant as specified in its charter)
| Delaware | 0-9286 | 56-0950585 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) | (IRS Employer Identification No.) |
4100 Coca-Cola Plaza, Charlotte, North Carolina 28211
(Address of principal executive offices) (Zip Code)
(Address of principal executive offices) (Zip Code)
(704) 557-4400
(Registrant’s telephone number, including area code)
(Registrant’s 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:
o
|
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | |
o
|
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | |
o
|
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | |
o
|
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 2.02. Results of Operations and Financial Condition.
On May 12, 2010, Coca-Cola Bottling Co. Consolidated (the “Company”) issued a news
release announcing its financial results for the quarter ended April 4, 2010. A copy of
the news release is furnished as Exhibit 99.1 hereto.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
99.1
|
News release issued on May 12, 2010, reporting the Company’s financial results for the quarter ended April 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.
| COCA-COLA BOTTLING CO. CONSOLIDATED (REGISTRANT) |
||||
| Date: May 14, 2010 | BY: | /s/ James E. Harris | ||
| James E. Harris | ||||
| 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
SECURITIES AND EXCHANGE COMMISSION
Washington, DC
EXHIBITS
CURRENT REPORT
ON
FORM 8-K
ON
FORM 8-K
| Date of Event Reported: | Commission File No: | |
| May 12, 2010 | 0-9286 |
COCA-COLA BOTTLING CO. CONSOLIDATED
EXHIBIT INDEX
| Exhibit No. | Exhibit Description | |
| |
||
99.1
|
News release issued on May 12, 2010, reporting the Company’s financial results for the quarter ended April 4, 2010. |
Exhibit 99.1
Coca-Cola Bottling Co. Consolidated, 4100 Coca-Cola Plaza, Charlotte, NC 28211
News Release
|
Media Contact: | Lauren C. Steele VP — Corporate Affairs 704-557-4551 |
||
| Investor Contact: | James E. Harris Senior VP — CFO 704-557-4582 |
| FOR IMMEDIATE RELEASE | Symbol: COKE | |
May 12, 2010
|
Quoted: The NASDAQ Stock Market (Global Select Market) |
Coca-Cola Bottling Co. Consolidated Reports
First Quarter 2010 Results
First Quarter 2010 Results
CHARLOTTE, NC — Coca-Cola Bottling Co. Consolidated (NASDAQ: COKE) today announced it earned
$4.7 million, or basic net income per share of $.51, on net sales of $347.5 million for the first
quarter of 2010, compared to net income of $8.5 million, or basic net income per share of $.93, on
net sales of $336.3 million for the first quarter of 2009. The results for the first quarter of
2010 included $0.1 million of mark-to-market gains (both on a pre-tax and after-tax basis) due to
the Company’s fuel and aluminum hedging programs and a $0.5 million increase in income 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 quarter of 2009 included $1.3 million of after-tax gains
($2.1 million on a pre-tax basis) due to the fuel and aluminum hedging programs 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 $5.0 million in the first quarter of 2010, or comparable
basic net income per share of $.55, versus $5.7 million in the first quarter of 2009, or comparable
basic net income per share of $.63. The following table reconciles reported GAAP net income and
comparable net income and basic net income per share for the first quarter of 2010 and 2009:
| First Quarter | ||||||||||||||||
| Net Income | Basic Net Income Per Share | |||||||||||||||
| In Thousands, Except Per Share Amounts | 2010 | 2009 | 2010 | 2009 | ||||||||||||
Reported net income (GAAP) |
$ | 4,660 | $ | 8,531 | $ | 0.51 | $ | 0.93 | ||||||||
Net gain on fuel & aluminum hedges, net of tax |
(68 | ) | (1,282 | ) | (0.01 | ) | (0.14 | ) | ||||||||
Impact of change in tax law regarding Medicare Part D subsidy |
464 | — | 0.05 | — | ||||||||||||
Change in uncertain tax positions due to settlement of prior tax
positions with a state taxing authority |
— | (1,686 | ) | — | (0.18 | ) | ||||||||||
Other income tax changes |
(35 | ) | 184 | (0.00 | ) | 0.02 | ||||||||||
Total |
361 | (2,784 | ) | 0.04 | (0.30 | ) | ||||||||||
Comparable net income (a) |
$ | 5,021 | $ | 5,747 | $ | 0.55 | $ | 0.63 | ||||||||
| (a) | This non-GAAP financial information is provided to allow investors to more clearly evaluate operating performance and business trends for the first quarters 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, “2009 was a challenging year for our Company,
our industry and the entire U.S. economy. These challenges continued as 2010 began; however, we
saw signs of improved consumer confidence with a strong performance in March in our future
consumption, convenience and on premise business. Our employees are executing our strategies and
business plans and we believe we are making excellent progress in the market. We continue to watch
the overall economy with particular emphasis on unemployment trends and raw material prices.
Despite our first quarter results being down slightly, we are optimistic about the remainder of
2010.”
William B. Elmore, President and COO, added, “Even though our franchise territory is experiencing
high unemployment rates, we do see signs of optimism in our local economies. While commodity
prices have been on the rise, our Company has done an outstanding job of cost management while
exploring and capitalizing on opportunities for increased sales and gross margin. Our sparkling
beverage portfolio is performing very strongly and we are responding to the preferences of our
consumers with the appealing brands and package offerings of The Coca-Cola Company.”
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 management’s
current outlook for future periods. These statements include, among others, statements regarding
our belief that we anticipate more challenges in 2010, we are optimistic about the remainder of
2010, and we see signs of optimism in our local economies.
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 Company’s 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 Company’s 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)
CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)
In Thousands (Except Per Share Data)
| First Quarter | ||||||||
| 2010 | 2009 | |||||||
Net sales |
$ | 347,498 | $ | 336,261 | ||||
Cost of sales |
200,795 | 189,132 | ||||||
Gross margin |
146,703 | 147,129 | ||||||
Selling, delivery and administrative expenses |
129,044 | 125,988 | ||||||
Income from operations |
17,659 | 21,141 | ||||||
Interest expense |
8,810 | 9,258 | ||||||
Income before income taxes |
8,849 | 11,883 | ||||||
Income taxes |
3,714 | 3,060 | ||||||
Net income |
5,135 | 8,823 | ||||||
Less: Net income attributable to the
noncontrolling interest |
475 | 292 | ||||||
Net income attributable to Coca-Cola Bottling Co.
Consolidated |
$ | 4,660 | $ | 8,531 | ||||
Basic net income per share based on net
income attributable to Coca-Cola Bottling Co.
Consolidated: |
||||||||
Common Stock |
$ | 0.51 | $ | 0.93 | ||||
Weighted average number of Common
Stock shares outstanding |
7,141 | 6,857 | ||||||
Class B Common Stock |
$ | 0.51 | $ | 0.93 | ||||
Weighted average number of Class B
Common Stock shares outstanding |
2,029 | 2,306 | ||||||
Diluted net income per share based on net
income attributable to Coca-Cola Bottling Co.
Consolidated: |
||||||||
Common Stock |
$ | 0.51 | $ | 0.93 | ||||
Weighted average number of Common
Stock shares outstanding — assuming dilution |
9,210 | 9,174 | ||||||
Class B Common Stock |
$ | 0.50 | $ | 0.93 | ||||
Weighted average number of Class B Common
Stock shares outstanding — assuming dilution |
2,069 | 2,317 | ||||||