UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 19)* Coca-Cola Bottling Co. Consolidated (Name of Issuer) Common Stock, Par Value $1.00 Per Share (Title of Class of Securities) 191098102 (CUSIP Number) James E. Chestnut Senior Vice President and Chief Financial Officer The Coca-Cola Company One Coca-Cola Plaza Atlanta, Georgia 30313 (404)676-2121 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) With a copy to: Carol Crofoot Hayes, Esq. The Coca-Cola Company One Coca-Cola Plaza Atlanta, Georgia 30313 (404) 676-2121 October 19, 1999 (Date of Event which Requires Filing of this Statement) If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e),(f) or (g), check the following box [ ]. * The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page. The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes). Page 1 of 21SCHEDULE 13D CUSIP No. - 191098102 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON The Coca-Cola Company 58-0628465 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ X ] (b) [ ] 3 SEC USE ONLY 4 SOURCE OF FUNDS* OO 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) N/A [ ] 6 CITIZENSHIP OR PLACE OF ORGANIZATION State of Delaware NUMBER OF 7 SOLE VOTING POWER SHARES None BENEFICIALLY OWNED BY 8 SHARED VOTING POWER EACH 1,984,495 shares of Common Stock, $1.00 par value per share REPORTING PERSON 9 SOLE DISPOSITIVE POWER WITH 1,984,495 shares of Common Stock, $1.00 par value per share 10 SHARED DISPOSITIVE POWER None 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,984,495 shares of Common Stock, $1.00 par value per share 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* [ ] 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 31.05% 14 TYPE OF REPORTING PERSON* CO *SEE INSTRUCTIONS BEFORE FILLING OUT Page 2 of 21
SCHEDULE 13D CUSIP No. - 191098102 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON The Coca-Cola Trading Company 59-1764184 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ X ] (b) [ ] 3 SEC USE ONLY 4 SOURCE OF FUNDS* OO 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) N/A [ ] 6 CITIZENSHIP OR PLACE OF ORGANIZATION State of Delaware NUMBER OF 7 SOLE VOTING POWER SHARES None BENEFICIALLY OWNED BY 8 SHARED VOTING POWER EACH 1,984,495 shares of Common Stock, $1.00 par value per share REPORTING PERSON 9 SOLE DISPOSITIVE POWER WITH 1,984,495 shares of Common Stock, $1.00 par value per share 10 SHARED DISPOSITIVE POWER None 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,984,495 shares of Common Stock, $1.00 par value per share 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* [ ] 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 31.05% 14 TYPE OF REPORTING PERSON* CO *SEE INSTRUCTIONS BEFORE FILLING OUT Page 3 of 21
SCHEDULE 13D CUSIP No. - 191098102 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Coca-Cola Oasis, Inc. 88-0320762 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ X ] (b) [ ] 3 SEC USE ONLY 4 SOURCE OF FUNDS* OO 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) N/A [ ] 6 CITIZENSHIP OR PLACE OF ORGANIZATION State of Delaware NUMBER OF 7 SOLE VOTING POWER SHARES None BENEFICIALLY OWNED BY 8 SHARED VOTING POWER EACH 1,984,495 shares of Common Stock, $1.00 par value per share REPORTING PERSON 9 SOLE DISPOSITIVE POWER WITH 1,984,495 shares of Common Stock, $1.00 par value per share 10 SHARED DISPOSITIVE POWER None 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,984,495 shares of Common Stock, $1.00 par value per share 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* [ ] 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 31.05% 14 TYPE OF REPORTING PERSON* CO *SEE INSTRUCTIONS BEFORE FILLING OUT Page 4 of 21
SCHEDULE 13D CUSIP No. - 191098102 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Carolina Coca-Cola Bottling Investments, Inc. 58-2056767 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ X ] (b) [ ] 3 SEC USE ONLY 4 SOURCE OF FUNDS* OO 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) N/A [ ] 6 CITIZENSHIP OR PLACE OF ORGANIZATION State of Delaware NUMBER OF 7 SOLE VOTING POWER SHARES None BENEFICIALLY OWNED BY 8 SHARED VOTING POWER EACH 1,984,495 shares of Common Stock, $1.00 par value per share REPORTING PERSON 9 SOLE DISPOSITIVE POWER WITH 1,984,495 shares of Common Stock, $1.00 par value per share 10 SHARED DISPOSITIVE POWER None 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,984,495 shares of Common Stock, $1.00 par value per share 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* [ ] 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 31.05% 14 TYPE OF REPORTING PERSON* CO *SEE INSTRUCTIONS BEFORE FILLING OUT Page 5 of 21
AMENDMENT NO. 19 TO STATEMENT PURSUANT TO RULE 13d-1 AND RULE 13d-2 OF THE GENERAL RULES AND REGULATIONS UNDER THE SECURITIES EXCHANGE ACT OF 1934 This Amendment No. 19 amends and supplements the original Schedule 13D filed on May 18, 1987 by The Coca-Cola Company, as amended by Amendments 1 through 18 (the "Schedule 13D"). Terms used herein and not otherwise defined shall have the meanings given such terms in the Schedule 13D. ITEM 2. IDENTITY AND BACKGROUND Item 2 is hereby amended and restated as follows: This statement is being filed by The Coca-Cola Company, and three of The Coca-Cola Company's direct or indirect wholly owned subsidiaries, namely The Coca-Cola Trading Company ("Trading Company"), Coca-Cola Oasis, Inc. ("Oasis") and Carolina Coca-Cola Bottling Investments, Inc. ("Carolina," and together with The Coca-Cola Company, Trading Company and Oasis, the "Reporting Persons"). Each of the Reporting Persons is a Delaware corporation, having its principal executive offices at One Coca-Cola Plaza, Atlanta, Georgia 30313, telephone (404)676-2121. Carolina is a direct wholly owned subsidiary of Oasis, Oasis is a direct wholly owned subsidiary of Trading Company, and Trading Company is a direct wholly owned subsidiary of The Coca-Cola Company. The Coca-Cola Company is the largest manufacturer, distributor and marketer of soft drink concentrates and syrups in the world, as well as the world's largest distributor and marketer of juice and juice-drink products. Certain information with respect to the directors and executive officers of the Reporting Persons is set forth in Exhibit A(99.1) attached hereto, including each director's and executive officer's business address, present principal occupation or employment, citizenship and other information. None of the Reporting Persons nor, to the best of their knowledge, any director, executive officer or controlling person of any Reporting Person has, during the last five years, been (a) convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors), or (b) a party to a civil proceeding of a judicial or administrative body of competent jurisdiction as a result of which proceeding any Reporting Person or any director, executive officer or controlling person of any Reporting Person was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, or finding any violation with respect to federal or state securities laws. Page 6 of 21
ITEM 4. PURPOSE OF TRANSACTION Item 4 is hereby amended and supplemented by adding to the information previously filed under this Item the following: Piedmont Coca-Cola Bottling Partnership (formerly known as CCBCC Coca-Cola Bottling Partnership and Carolina Coca-Cola Bottling Partnership, and called the "Partnership" in this Amendment), was formed pursuant to a Partnership Agreement dated July 2, 1993 ("Partnership Agreement") between Carolina Coca-Cola Bottling Investments, Inc., a subsidiary of The Coca-Cola Company (the "KO Subsidiary"), and subsidiaries of Coca-Cola Bottling Co. Consolidated ("Coke Consolidated"). Section 19.1 of the Partnership Agreement provides that the Coke Consolidated subsidiaries will use their best efforts to purchase the interest of the KO Subsidiary between the sixth and eighth anniversaries of the date of the Partnership Agreement. In discussions pursuant to Section 19.1 of the Partnership Agreement, representatives of The Coca-Cola Company and Coke Consolidated have identified the following transaction structure as one that may meet all parties' objectives: 1. The Partnership would redeem all of KO Subsidiary's ownership interest in the Partnership in exchange for the transfer to KO Subsidiary of all of the outstanding stock of a subsidiary of the Partnership (the "Acquired Subsidiary"), which Acquired Subsidiary would own shares of a class of non-voting preferred stock of Coke Consolidated with a value of $118 million and having a dividend yield of 4.3%. 2. As part of the transaction, it is anticipated that the Partnership would borrow $118 million from commercial lenders. The Coca-Cola Company representatives have now received management approval to begin negotiation of definitive transaction documents, and the parties desire to close the transaction under consideration prior to December 31, 1999. However, until definitive documentation is executed, the parties have no binding legal obligation to close the proposed transaction. There can be no assurance that an agreement with respect to such a transaction will be reached, or, if an agreement is reached, that its terms will be on terms consistent with those described above or that any transaction will be consummated. KO invests in bottling operations such as Coke Consolidated in order to maximize the strength and efficiency of KO's production, distribution and marketing systems around the world. In line with this bottling strategy, KO regularly reviews its options relating to its investments in bottling operations throughout the world, including its investment in Coke Consolidated. As part of this review, KO from time to time may consider, evaluate and propose various possible transactions involving Coke Consolidated or its subsidiaries, which could include, without limitation: Page 7 of 21
(i) the possible acquisition of additional securities of Coke Consolidated, or the disposition of securities of Coke Consolidated; (ii) possible extraordinary corporate transactions (such as a merger, consolidation or reorganization) involving Coke Consolidated or any of its subsidiaries, including with other bottling companies in which one or more of the Reporting Persons may have a direct or indirect equity interest; or (iii) the possible acquisition by Coke Consolidated or its subsidiaries of assets or interests in one or more bottling companies, including other bottling companies in which one or more of the Reporting Persons may have a direct or indirect equity interest, or the possible sale of assets or bottling operations by Coke Consolidated or its subsidiaries. ITEM 7. MATERIAL TO BE FILED AS EXHIBITS Item 7 is hereby amended by adding and supplemented by adding to the information previously filed under this Item the following: Exhibit A (99.1) - Directors and Executive Officers of the Reporting Persons Page 8 of 21
SIGNATURES After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. THE COCA-COLA COMPANY By: /s/ JAMES E. CHESTNUT -------------------------------- James E. Chestnut Senior Vice President and Chief Financial Officer Date: October 19, 1999 THE COCA-COLA TRADING COMPANY By: /s/ JAMES E. CHESTNUT -------------------------------- James E. Chestnut Vice President and Chief Financial Officer Date: October 19, 1999 COCA-COLA OASIS, INC. By: /s/ JAMES E. CHESTNUT -------------------------------- James E. Chestnut Chief Financial Officer Date: October 19, 1999 CAROLINA COCA-COLA BOTTLING INVESTMENTS, INC. By: /s/ JAMES E. CHESTNUT -------------------------------- James E. Chestnut Vice President and Chief Financial Officer Date: October 19, 1999 Page 9 of 21
EXHIBIT INDEX EXHIBIT DESCRIPTION - ------- ----------- A (99.1) Directors and Executive Officers of the Reporting Persons Page 10 of 21
EXHIBIT A (99.1) DIRECTORS AND EXECUTIVE OFFICERS OF THE COCA-COLA COMPANY Set forth below is the name, business address and present occupation or employment of each director and executive officer of The Coca-Cola Company. Except as indicated below, each such person is a citizen of the United States. None of the directors and executive officers named below beneficially owns any Common Stock or Class B Common Stock of Coca-Cola Bottling Co. Consolidated. Directors of The Coca-Cola Company who are also executive officers of The Coca-Cola Company are indicated by an asterisk. Except as indicated below, the business address of each executive officer of The Coca-Cola Company is One Coca-Cola Plaza, Atlanta, Georgia 30313. DIRECTORS OF THE COCA-COLA COMPANY PRINCIPAL OCCUPATION NAME OR EMPLOYMENT ADDRESS M. Douglas Ivester* Chairman of the Board of Directors and Chief Executive Officer of The Coca-Cola Company Herbert A. Allen President, Chief Executive Allen & Company Officer and Managing Incorporated Director of Allen & Company 711 Fifth Avenue Incorporated, a privately New York, NY 10022 held investment banking firm Ronald W. Allen Consultant to and advisory Monarch Tower director of Delta Air Lines, Suite 1745 Inc., a major U.S. air 3424 Peachtree Road, N.E. transportation company Atlanta, GA 30326 Cathleen P. Black President of Hearst Hearst Magazines Magazines, a unit of The 959 8th Avenue Hearst Corporation, a major New York, NY 10019 media and communications company Warren E. Buffett Chairman of the Board of Berkshire Hathaway Inc. Directors and Chief 1440 Kiewit Plaza Executive Officer of Omaha, NE 68131 Berkshire Hathaway Inc., a diversified holding company Page 11 of 21DIRECTORS OF THE COCA-COLA COMPANY (continued) PRINCIPAL OCCUPATION NAME OR EMPLOYMENT ADDRESS Susan B. King Leader in Residence, Hart Hart Leadership Program Leadership Program, Sanford Terry Sanford Institute Institute of Public Policy, of Public Policy Duke University, a program Duke University for the development and Box 90248 advancement of leadership Durham, NC 27708-0248 and management skills in the public and private sectors Donald F. McHenry Distinguished Professor in The IRC Group, LLC the Practice of Diplomacy 1320 19th Street, N.W. at the School of Foreign Suite 410 Service, Georgetown Washington, D.C. 20036 University; President of The IRC Group, LLC, a New York City and Washington, D.C. consulting firm Sam Nunn Partner in the law firm of King & Spalding King & Spalding since 191 Peachtree Street January 1997 Atlanta, GA 30303-1763 Paul F. Oreffice Retired as Chairman of the P.O. Box 4846 Board of Directors of The Scottsdale, AZ 85261 Dow Chemical Company in 1992 (The Dow Chemical Company is a diversified chemical, metals, plastics and packaging company) James D. Robinson Chairman and Chief J.D. Robinson Inc. III Executive Officer of RRE 126 East 56th Street Investors, LLC, a private 22nd Floor venture investment firm; New York, NY 10022 Chairman of Violy, Byorum & Partners Holdings, LLC, a private firm specializing in financial advisory and investment banking activities in Latin America; President of J.D. Robinson Inc., a strategic advisory company Page 12 of 21
DIRECTORS OF THE COCA-COLA COMPANY (continued) PRINCIPAL OCCUPATION NAME OR EMPLOYMENT ADDRESS Peter V. Ueberroth Investor and Managing The Contrarian Group, Director, The Contrarian Inc. Group, Inc., a management 1071 Camelback Street company Suite 111 Newport Beach, CA 92660 James B. Williams Chairman of the Executive SunTrust Banks, Inc. Committee of SunTrust Banks, P.O. Box 4418 Inc., a bank holding company Atlanta, GA 30302 EXECUTIVE OFFICERS OF THE COCA-COLA COMPANY PRINCIPAL OCCUPATION NAME OR EMPLOYMENT ADDRESS William P. Casey Senior Vice President and President of the Greater Europe Group Ralph H. Cooper Senior Vice President and The Minute Maid Company President and Chief 2000 St. James Place Executive Officer of Houston, TX 77056 The Minute Maid Company Douglas N. Daft Senior Vice President and President of the Middle and Far East Group Mr. Daft is a citizen of Australia. Timothy J. Haas Senior Vice President and President of the Latin America Group Jack L. Stahl Senior Vice President and President of the North America Group Carl Ware Senior Vice President and President of the Africa Group Page 13 of 21
EXECUTIVE OFFICERS OF THE COCA-COLA COMPANY (continued) PRINCIPAL OCCUPATION NAME OR EMPLOYMENT ADDRESS Anton Amon Senior Vice President and Manager of the Product Integrity Division James E. Chestnut Senior Vice President and Chief Financial Officer Mr. Chestnut is a citizen of the United Kingdom. Charles S. Frenette Senior Vice President and Chief Marketing Officer Joseph R. Gladden, Senior Vice President and Jr. General Counsel George Gourlay Senior Vice President and Manager of the Technical Operations Division Michael W. Walters Vice President of Human Resources Page 14 of 21
DIRECTORS AND EXECUTIVE OFFICERS OF THE COCA-COLA TRADING COMPANY Set forth below is the name, business address and present occupation or employment of each director and executive officer of The Coca-Cola Trading Company. Except as indicated below, each such person is a citizen of the United States. None of the directors and executive officers named below beneficially owns any Common Stock or Class B Common Stock of Coca-Cola Bottling Co. Consolidated. Directors of The Coca-Cola Trading Company who are also executive officers of The Coca-Cola Trading Company are indicated by an asterisk. Except as indicated below, the business address of each executive officer of The Coca-Cola Trading Company is One Coca-Cola Plaza, Atlanta, Georgia 30313. DIRECTORS OF THE COCA-COLA TRADING COMPANY PRINCIPAL OCCUPATION NAME OR EMPLOYMENT ADDRESS M. Douglas Ivester Chairman of the Board of Directors and Chief Executive Officer of The Coca-Cola Company James E. Chestnut* Senior Vice President and Chief Financial Officer of The Coca-Cola Company; Vice President and Chief Financial Officer of The Coca-Cola Trading Company Mr. Chestnut is a citizen of the United Kingdom Joseph R. Gladden, Senior Vice President and Jr. General Counsel of The Coca-Cola Company Page 15 of 21
EXECUTIVE OFFICERS OF THE COCA-COLA TRADING COMPANY PRINCIPAL OCCUPATION NAME OR EMPLOYMENT ADDRESS Carl K. Kooyoomjian Assistant Vice President and Director of Global Procurement and Trading of The Coca-Cola Company; President of The Coca-Cola Trading Company Steve M. Whaley Vice President and General Tax Counsel of The Coca-Cola Company; Vice President, General Tax Counsel and Assistant Treasurer of The Coca-Cola Trading Company Vincent M. Gioe Director of Finance, Global Procurement and Trading of The Coca-Cola Company; Vice President - Finance of The Coca-Cola Trading Company Kenneth L. Carty Director of Purchasing, Global Products, Global Procurement and Trading of The Coca-Cola Company; Vice President of The Coca-Cola Trading Company Dallas A. Hurston Assistant Vice President and Director, Corporate Real Estate of The Coca-Cola Company; Vice President of The Coca-Cola Trading Company Page 16 of 21
EXECUTIVE OFFICERS OF THE COCA-COLA TRADING COMPANY (continued) PRINCIPAL OCCUPATION NAME OR EMPLOYMENT ADDRESS Russell M. Breier Director, Marketing Finance of The Coca-Cola Company; Vice President of The Coca-Cola Trading Company Frederick Yochum Director of General and Administration Procurement, Global Procurement and Trading of The Coca-Cola Company; Vice President of The Coca-Cola Trading Company Eduardo M. Carreras Senior Patent and Technology Counsel, Corporate Legal of The Coca-Cola Company; General Counsel of The Coca-Cola Trading Company Page 17 of 21
DIRECTORS AND EXECUTIVE OFFICERS OF COCA-COLA OASIS, INC. Set forth below is the name, business address, present occupation or employment of each director and executive officer of Coca-Cola Oasis, Inc. Except as indicated below, each such person is a citizen of the United States. None of the directors and executive officers named below beneficially owns any Common Stock or Class B Common Stock of Coca-Cola Bottling Co. Consolidated. Directors of Coca-Cola Oasis, Inc. who are also executive officers of Coca-Cola Oasis, Inc. are indicated by an asterisk. Except as indicated below, the business address of each executive officer of Coca-Cola Oasis, Inc. is One Coca-Cola Plaza, Atlanta, Georgia 30313. DIRECTORS OF COCA-COLA OASIS, INC. PRINCIPAL OCCUPATION NAME OR EMPLOYMENT ADDRESS M. Douglas Ivester Chairman of the Board of Directors and Chief Executive Officer of The Coca-Cola Company James E. Chestnut* Senior Vice President and Chief Financial Officer of The Coca-Cola Company; Chief Financial Officer of Coca-Cola Oasis, Inc. Mr. Chestnut is a citizen of the United Kingdom Charles B. Fruit* Vice President and Director, Media and Marketing Assets of The Coca-Cola Company; President of Coca-Cola Oasis, Inc. Page 18 of 21
EXECUTIVE OFFICERS OF COCA-COLA OASIS, INC. PRINCIPAL OCCUPATION NAME OR EMPLOYMENT ADDRESS David M. Taggart Vice President and Treasurer of The Coca-Cola Company; Vice President and Treasurer of Coca-Cola Oasis, Inc. Dallas A. Hurston Assistant Vice President and Director, Corporate Real Estate of The Coca-Cola Company; Vice President of Coca-Cola Oasis, Inc. W. Dexter Brooks Senior Staff Counsel, Corporate Legal of The Coca-Cola Company; Vice President and Assistant Secretary of Coca-Cola Oasis, Inc. Steve M. Whaley Vice President and General Tax Counsel of The Coca-Cola Company; Vice President and General Tax Counsel of Coca-Cola Oasis, Inc. Page 19 of 21
DIRECTORS AND EXECUTIVE OFFICERS OF CAROLINA COCA-COLA BOTTLING INVESTMENTS, INC. Set forth below is the name, business address, present occupation or employment of each director and executive officer of Carolina Coca-Cola Bottling Investments, Inc. Except as indicated below, each such person is a citizen of the United States. None of the directors and executive officers named below beneficially owns any Common Stock or Class B Common Stock of Coca-Cola Bottling Co. Consolidated. Directors of Carolina Coca-Cola Bottling Investments, Inc. who are also executive officers of Carolina Coca-Cola Bottling Investments, Inc. are indicated by an asterisk. Except as indicated below, the business address of each executive officer of Carolina Coca-Cola Bottling Investments, Inc. is One Coca-Cola Plaza, Atlanta, Georgia 30313. DIRECTORS OF CAROLINA COCA-COLA BOTTLING INVESTMENTS, INC. PRINCIPAL OCCUPATION NAME OR EMPLOYMENT ADDRESS Lawrence R. Cowart* Vice President and Director of Business Development of The Coca-Cola Company; President of Carolina Coca-Cola Bottling Investments, Inc. Gary P. Fayard Vice President and Controller of The Coca-Cola Company James E. Chestnut* Senior Vice President and Chief Financial Officer of The Coca-Cola Company; Vice President and Chief Financial Officer of Carolina Coca-Cola Bottling Investments, Inc. Mr. Chestnut is a citizen of the United Kingdom Page 20 of 21
EXECUTIVE OFFICERS OF CAROLINA COCA-COLA BOTTLING INVESTMENTS, INC. PRINCIPAL OCCUPATION NAME OR EMPLOYMENT ADDRESS David M. Taggart Vice President and Treasurer of The Coca-Cola Company; Vice President, Treasurer and Assistant Secretary of Carolina Coca-Cola Bottling Investments, Inc. Page 21 of 21