Coca-Cola Bottling Co. Consolidated
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 24, 2007
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 |
(State or other jurisdiction
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(Commission File Number)
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(IRS Employer Identification No.) |
of incorporation) |
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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:
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.
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On August 24, 2007, Coca-Cola Bottling Co. Consolidated issued its Report to
Stockholders for the quarter ended July 1, 2007. A copy of the Report to Stockholders
is furnished as Exhibit 99.1 hereto. |
Item 9.01. Financial Statements and Exhibits.
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99.1 |
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Report to Stockholders for the quarter ended July 1, 2007. |
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 24, 2007
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BY:
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/s/ Steven D. Westphal |
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Steven D. Westphal
Principal Financial Officer of the Registrant
and
Senior Vice President and Chief Financial Officer |
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 24, 2007
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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 |
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99.1
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Report to Stockholders for the quarter ended July 1, 2007. |
Exhibit 99.1
Exhibit 99.1
Report to
Stockholders for the Quarter Ended July 1, 2007
Dear Stockholders,
Your Company reported net income for the second quarter of 2007
of $11.7 million, or basic net income per share of $1.28,
compared to $8.9 million, or basic net income per share of
$.98, for the second quarter of 2006. Net income for the first
six months of 2007 was $16.3 million, or basic net income
per share of $1.79, compared to $9.7 million, or basic net
income per share of $1.07, for the same period of 2006. Our
results in the second quarter and first six months of 2007
included the after-tax impact of restructuring costs of
$0.2 million, or basic net income per share of $.02, and
$1.5 million, or basic net income per share of $.16,
respectively, related to our previously announced simplification
of the Companys operating management structure and
reduction in workforce in order to improve operating
efficiencies across the Companys business.
Net sales increased $3.8 million, or 1.0%, in the second
quarter of 2007 as compared to the second quarter of 2006. Net
sales increased $8.2 million, or 1.1%, in the first six
months of 2007 as compared to the same period in 2006. For both
the quarter and the first six months the increase in revenue was
due to increases in selling price partially offset by decreases
in bottle/can volume as well as a decrease in sales to other
Coca-Cola
bottlers. The decreases in bottle/can volume in the second
quarter and first six months of 2007 as compared to the same
periods in 2006 were due to declines in sparkling beverages,
excluding energy products, that were partially offset by
increases in water and tea product sales volume. The quarter and
six month results reflect a deliberate strategy to pass along
significant increases in raw material costs by increasing net
selling prices. As anticipated, the higher pricing negatively
impacted sales volume.
The Companys gross margin dollars increased
$1.6 million, or 1.0%, in the second quarter of 2007 as
compared to the second quarter of 2006. Gross margin dollars
increased $7.1 million, or 2.3%, in the first six months of
2007 as compared to the same period of 2006. The increases in
gross margin dollars were primarily due to increases in sales,
increases in marketing funding earned from The
Coca-Cola
Company and reduced manufacturing overhead costs, offset by
higher raw material costs.
The Company also realized decreases in selling, delivery and
administrative (S,D&A) expenses of
$1.6 million, or 1.2%, and $2.5 million, or 0.9%, in
the second quarter and first six months of 2007, respectively,
as compared to the same periods in 2006. Excluding pre-tax
restructuring costs of $0.3 million and $2.4 million
in the second quarter and first six months of 2007,
respectively, S,D&A expenses decreased $1.9 million
and $4.9 million as compared to the same periods of 2006.
This favorable trend in S,D&A expenses demonstrates our
continued focus on resource efficiency.
Your Company demonstrated significant improvement in operating
results in the second quarter of 2007 with operating income of
$32.5 million, a $3.3 million, or 11.1%, increase as
compared to $29.2 million in the second quarter of 2006.
Operating income in the first six months of 2007 improved to
$53.0 million as compared to $43.4 million in the same
period of 2006, a $9.7 million, or 22.3%, increase. These
increases are due to a combination of modest growth in gross
margin dollars and reductions in S,D&A expenses.
The Companys product innovation in the second quarter of
2007 included Diet Coke Plus, a vitamin enhanced cola, and
Dasani Plus, an enhanced water beverage. The Company also
expanded its energy product portfolio through the introduction
of BooKoo products along with a
line-up of
the Companys own energy drinks. The Company is focused on
continuing to drive our results through the combined efforts of
resource efficiency and renewed momentum in gross margin
production.
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J. Frank Harrison, III
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William B. Elmore
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Chairman and Chief Executive
Officer
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President and Chief Operating
Officer
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CONDENSED
CONSOLIDATED BALANCE SHEETS (UNAUDITED)
In Thousands
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July 1,
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Dec. 31,
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July 2,
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2007
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2006
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2006
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Assets
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Current Assets:
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Cash and cash equivalents
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$
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71,149
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$
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61,823
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$
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30,971
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Trade accounts receivable, net
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109,977
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91,299
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106,740
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Accounts receivable, other
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32,956
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13,480
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21,194
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Inventories
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66,347
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67,055
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63,932
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Prepaids and other current assets
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17,444
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13,485
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15,848
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Total current assets
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297,873
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247,142
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238,685
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Property, plant and equipment, net
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365,167
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384,464
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385,813
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Leased property under capital leases, net
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72,929
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69,851
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71,511
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Other assets
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36,767
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35,542
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38,892
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Franchise rights, net
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520,672
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520,672
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520,672
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Goodwill, net
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102,049
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102,049
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102,049
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Other identifiable intangible assets, net
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4,524
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4,747
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4,986
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Total
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$
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1,399,981
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$
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1,364,467
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$
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1,362,608
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Liabilities and Stockholders Equity
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Current Liabilities:
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Current portion of debt
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$
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100,000
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$
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100,000
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$
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Current portion of obligations
under capital leases
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2,517
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2,435
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1,594
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Accounts payable and accrued expenses
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160,852
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146,507
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150,378
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Total current liabilities
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263,369
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248,942
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151,972
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Deferred income taxes
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157,440
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162,694
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163,650
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Pension, postretirement and other liabilities
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154,028
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146,355
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154,685
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Obligations under capital leases
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78,936
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75,071
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76,728
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Long-term debt
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591,450
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591,450
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691,450
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Total liabilities
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1,245,223
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1,224,512
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1,238,485
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Minority interest
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47,853
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46,002
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44,489
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Stockholders equity
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106,905
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93,953
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79,634
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Total
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$
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1,399,981
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$
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1,364,467
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$
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1,362,608
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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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2007
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2006
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2007
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2006
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Net sales
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$
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390,443
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$
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386,624
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$
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727,999
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$
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719,803
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Cost of sales
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221,153
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218,935
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407,218
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406,088
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Gross margin
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169,290
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167,689
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320,781
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313,715
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Selling, delivery and administrative expenses
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136,684
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138,310
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267,515
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270,038
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Amortization of intangibles
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112
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142
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223
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290
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Income from operations
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32,494
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29,237
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53,043
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43,387
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Interest expense
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12,294
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12,843
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24,512
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25,063
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Minority interest
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1,169
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1,149
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1,850
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1,705
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Income before income taxes
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19,031
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15,245
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26,681
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16,619
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Income taxes
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7,340
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6,358
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10,339
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6,917
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Net income
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$
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11,691
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$
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8,887
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$
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16,342
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$
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9,702
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Basic net income per share:
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Common Stock
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$
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1.28
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$
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.98
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$
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1.79
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$
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1.07
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Weighted average number of Common Stock shares outstanding
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6,644
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6,643
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6,643
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6,643
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Class B Common Stock
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$
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1.28
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$
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.98
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$
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1.79
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$
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1.07
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Weighted average number of Class B Common Stock shares
outstanding
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2,480
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2,460
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2,480
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2,460
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Diluted net income per share:
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Common Stock
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$
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1.28
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$
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.97
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$
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1.79
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$
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1.06
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Weighted average number of Common Stock shares
outstanding assuming dilution
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9,143
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9,123
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9,137
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9,118
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Class B Common Stock
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$
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1.28
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$
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.97
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$
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1.79
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$
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1.06
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Weighted average number of Class B Common Stock shares
outstanding assuming dilution
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2,500
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2,480
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2,494
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2,475
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Cash dividends per share:
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Common Stock
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$
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.25
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$
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.25
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$
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.50
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$
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.50
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Class B Common Stock
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$
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.25
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$
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.25
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$
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.50
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$
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.50
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CORPORATE
INFORMATION
Transfer
Agent and Dividend Disbursing Agent
The Companys transfer agent is responsible for stockholder
records, issuance of stock certificates and distribution of
dividend payments and IRS Form 1099s. The transfer agent
also administers plans for dividend reinvestment and direct
deposit. Stockholder requests and inquiries concerning these
matters are most efficiently answered by corresponding directly
with American Stock Transfer & Trust Company, 59
Maiden Lane, New York, New York 10038. Communication may also be
made by telephone Toll-Free
(800) 937-5449
or via the Internet at www.amstock.com.
Stock
Listing
Coca-Cola
Bottling Co. Consolidated is listed on The NASDAQ Stock Market
(Global Market) under the ticker symbol COKE.
Company
Website
www.cokeconsolidated.com
Corporate
Office
Our corporate office is located at 4100
Coca-Cola
Plaza, Charlotte, NC 28211. Our mailing address is
Coca-Cola
Bottling Co. Consolidated, P.O. Box 31487, Charlotte,
NC 28231.
Periodic
Reports and Code of Ethics for Senior Financial
Officers
Copies of the Companys Annual Report on
Form 10-K,
Quarterly Reports on
Form 10-Q
and Current Reports on
Form 8-K
to the United States Securities and Exchange Commission and its
Code of Ethics for Senior Financial Officers are available
without charge upon written request to Steven D. Westphal,
Senior Vice President and Chief Financial Officer,
Coca-Cola
Bottling Co. Consolidated, P.O. Box 31487, Charlotte,
NC 28231. This information may also be obtained from the
Companys website as noted above.
CAUTIONARY
INFORMATION REGARDING FORWARD-LOOKING STATEMENTS
Included in this Report to Stockholders 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 about the
Companys focus on driving its results through the combined
efforts of resource efficiency and renewed momentum in gross
margin production.
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; 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; 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; 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; and the
concentration of our capital stock ownership. The
forward-looking statements in this Report to Stockholders should
be read in conjunction with the more detailed descriptions of
the above factors included in our Annual Report on
Form 10-K
for the year ended December 31, 2006 under Part I,
Item 1A Risk Factors. The Company undertakes no
obligation to update or revise any forward-looking statements
contained in this Report to Stockholders as a result of new
information or future events or developments.