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):
March 9, 2011
COCA-COLA BOTTLING CO. CONSOLIDATED
(Exact name of registrant as specified in its charter)
| Delaware | 0-9286 | 56-0950585 | ||
| (State or other jurisdiction | (Commission File Number) | (IRS Employer Identification No.) | ||
| of incorporation) |
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 March 9, 2011, Coca-Cola Bottling Co. Consolidated (the “Company”) issued a news release announcing its financial results for the quarter and year ended January 2, 2011. 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 March 9, 2011, reporting the Company’s
financial results for the quarter and year ended January 2, 2011. |
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: March 11, 2011 | BY: | /s/ James E. Harris | ||
| James E. Harris Principal Financial Officer of the Registrant and Senior Vice President and Chief Financial Officer |
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: | |
March 9, 2011
|
0-9286 |
COCA-COLA BOTTLING CO. CONSOLIDATED
EXHIBIT INDEX
| Exhibit No. | Exhibit Description | |
99.1
|
News release issued on March 9, 2011, reporting the Company’s financial results for the quarter and year ended January 2, 2011. |
Exhibit 99.1
Coca-Cola Bottling Co. Consolidated, 4100 Coca-Cola Plaza, Charlotte, NC 28211
News Release
|
Media Contact: Investor Contact: |
Lauren C. Steele VP — Corporate Affairs 704-557-4551 James E. Harris Senior VP — CFO 704-557-4582 |
FOR IMMEDIATE RELEASE
|
Symbol: COKE | |
March 9, 2011
|
Quoted: The NASDAQ Stock Market (Global Select Market) |
Coca-Cola Bottling Co. Consolidated Reports Fiscal Year and Fourth Quarter 2010 Results
CHARLOTTE, NC — Coca-Cola Bottling Co. Consolidated (NASDAQ: COKE) today announced it earned $36.1
million, or basic net income per share of $3.93, on net sales of $1.51 billion for fiscal 2010,
compared to net income of $38.1 million, or basic net income per share of $4.16, on net sales of
$1.44 billion for fiscal 2009. The results for 2010 included $3.2 million of after-tax losses
($5.2 million on a pre-tax basis) due to mark-to-market adjustments on fuel and aluminum hedges,
$.5 million of after-tax gains ($.9 million on a pre-tax basis) from insurance recoveries on assets
lost or damaged during the Nashville, Tennessee area flood in May 2010, a $.5 million increase in
tax expense due to the change in tax law eliminating the tax deduction previously available for
Medicare Part D subsidies, and $1.7 million in tax benefits related to changes in reserves for
uncertain tax positions. The results for fiscal 2009 included $8.5 million of after-tax gains
($14.1 million on a pre-tax basis) due to mark-to-market adjustments on fuel and aluminum hedges
and $1.1 million of additional income on an after-tax basis ($1.9 million on a pre-tax basis) from
the 53rd week of fiscal 2009 (fiscal 2009 was a 53-week year). Fiscal 2009 results also
included $7.1 million in tax benefits related to changes in reserves for uncertain tax positions
which reduced the Company’s effective tax rate to 30.3%.
The following table reconciles reported GAAP net income to comparable net income and basic net
income per share for fiscal 2010 and 2009:
| Fiscal Year | ||||||||||||||||
| Net Income | Basic Net Income Per Share | |||||||||||||||
| In Thousands, Except Per Share Amounts | 2010 | 2009 | 2010 | 2009 | ||||||||||||
Reported net income (GAAP) |
$ | 36,057 | $ | 38,136 | $ | 3.93 | $ | 4.16 | ||||||||
Net (gain) loss on fuel & aluminum hedges, net of tax |
3,179 | (8,522 | ) | 0.35 | (0.93 | ) | ||||||||||
Impact of Nashville area flood, net of tax |
(541 | ) | — | (0.06 | ) | — | ||||||||||
Impact of change in tax law regarding Medicare Part D subsidy |
478 | — | 0.05 | — | ||||||||||||
Change in reserves for uncertain tax positions |
(1,665 | ) | (7,071 | ) | (0.18 | ) | (0.77 | ) | ||||||||
Results from the 53rd week, net of tax |
— | (1,143 | ) | — | (0.12 | ) | ||||||||||
Other income tax items |
198 | 77 | 0.02 | 0.01 | ||||||||||||
Total |
1,649 | (16,659 | ) | 0.18 | (1.81 | ) | ||||||||||
Comparable net income (a) |
$ | 37,706 | $ | 21,477 | $ | 4.11 | $ | 2.35 | ||||||||
(a) This non-GAAP financial information is provided to allow investors to more clearly
evaluate operating performance and business trends for fiscal 2010 and 2009. Management uses this
information to review results excluding items that are not necessarily indicative of ongoing
results.
For the fourth quarter of 2010, the Company earned $3.8 million, or basic net income per share of
$.42, on net sales of $354 million compared to net income of $2.0 million, or basic net income per
share of $.22, on net sales of $354 million in the fourth quarter of 2009. The fourth quarter of
2010 results included $0.5 million of after-tax losses ($0.7 million on a pre-tax basis) due to
mark-to-market adjustments on fuel and aluminum hedges. The fourth quarter of 2009 results
included $3.5 million of after-tax gains ($5.8 million on a pre-tax basis) due to mark-to-market
adjustments on fuel and aluminum hedges and $1.1 million of additional income on an after-tax basis
($1.9 million on a pre-tax basis) from the 53rd week of fiscal 2009.
The following table reconciles reported GAAP net income to comparable net income (loss) and basic
net income (loss) per share for the fourth quarter of 2010 and 2009:
| Fourth Quarter | ||||||||||||||||
| Net Income (Loss) | Basic Net Income (Loss) Per Share | |||||||||||||||
| In Thousands, Except Per Share Amounts | 2010 | 2009 | 2010 | 2009 | ||||||||||||
Reported net income (GAAP) |
$ | 3,821 | $ | 1,990 | $ | 0.42 | $ | 0.22 | ||||||||
Net (gain) loss on fuel & aluminum hedges, net of tax |
454 | (3,521 | ) | 0.05 | (0.38 | ) | ||||||||||
Results from the 53rd week, net of tax |
— | (1,143 | ) | — | (0.12 | ) | ||||||||||
Total |
454 | (4,664 | ) | 0.05 | (0.50 | ) | ||||||||||
Comparable net income (loss) (a) |
$ | 4,275 | $ | (2,674 | ) | $ | 0.47 | $ | (0.28 | ) | ||||||
(a) This non-GAAP financial information is provided to allow investors to more clearly
evaluate operating performance and business trends for the fourth 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, “2010 was a very successful year for our Company.
Our performance was the result of the combination of solid volume driven top-line growth, muted
increases in our input costs and continued focus on managing our operating costs. We were very
pleased with strong performance by our brands across all segments of our business producing both
volume and share growth. We also thank our dedicated employees, who generate the continuous
improvement for which we strive, bringing value to our shareholders, customers, consumers and the
communities in which we live and work.”
William B. Elmore, President and COO, added, “We are very pleased with our results for 2010. Many
of the initiatives we have undertaken over the past few years contributed to these results. Our
immediate consumption business saw significant improvement during 2010 driven by our 16/24 ounce
convenience store strategy and a revitalized focus on our on-premise channels. Overall, our future
consumption business also experienced robust growth. Process improvement in our supply chain
system, including warehouse automation and branch consolidations, continue to allow us to operate
more effectively and efficiently. Our results for 2010 were also aided by a significant decline
in the rate of cost increases in key raw material costs, including packaging and fuel. As we look
to 2011, these costs have again begun to rise significantly, creating new challenges for our
Company. We will continue our focus on improving how we make, sell and deliver our products to
ensure that we meet these challenges.”
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 rising
raw material, packaging and fuel costs and a challenging business environment for 2011, and our
intention to continue to focus on improving how we make, sell and deliver our products to meet
these challenges.
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 our
top customer relationships; 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 beverage agreements; 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 claims costs; sustained increases in the cost of employee
benefits; product liability claims or product recalls; technology failures; changes in interest
rates; the impact of debt levels on operating flexibility and access to capital and credit markets;
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; adoption of
significant product labeling or warning requirements; additional taxes resulting from tax audits;
natural disasters and unfavorable weather; global climate change or legal or regulatory responses
to such change; issues surrounding labor relations; recent bottler litigation; our use of estimates
and assumptions; changes in accounting standards; impact of obesity and health concerns on product
demand; 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; the impact of recently announced
and completed acquisitions of bottlers by their franchisors; 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)
| Fourth Quarter | Fiscal Year | |||||||||||||||
| 2010 | 2009 | 2010 | 2009 | |||||||||||||
Net sales |
$ | 354,376 | $ | 354,420 | $ | 1,514,599 | $ | 1,442,986 | ||||||||
Cost of sales |
201,388 | 199,002 | 873,783 | 822,992 | ||||||||||||
Gross margin |
152,988 | 155,418 | 640,816 | 619,994 | ||||||||||||
Selling, delivery and administrative expenses |
137,809 | 139,030 | 544,498 | 525,491 | ||||||||||||
Income from operations |
15,179 | 16,388 | 96,318 | 94,503 | ||||||||||||
Interest expense |
8,674 | 9,320 | 35,127 | 37,379 | ||||||||||||
Income before income taxes |
6,505 | 7,068 | 61,191 | 57,124 | ||||||||||||
Income taxes |
2,713 | 4,653 | 21,649 | 16,581 | ||||||||||||
Net income |
3,792 | 2,415 | 39,542 | 40,543 | ||||||||||||
Less: Net income (loss) attributable to the
noncontrolling interest |
(29 | ) | 425 | 3,485 | 2,407 | |||||||||||
Net income attributable to Coca-Cola Bottling Co.
Consolidated |
$ | 3,821 | $ | 1,990 | $ | 36,057 | $ | 38,136 | ||||||||
Basic net income per share based on net
income attributable to Coca-Cola Bottling Co. Consolidated: |
||||||||||||||||
Common Stock |
$ | 0.42 | $ | 0.22 | $ | 3.93 | $ | 4.16 | ||||||||
Weighted average number of Common
Stock shares outstanding |
7,141 | 7,141 | 7,141 | 7,072 | ||||||||||||
Class B Common Stock |
$ | 0.42 | $ | 0.22 | $ | 3.93 | $ | 4.16 | ||||||||
Weighted average number of Class B
Common Stock shares outstanding |
2,044 | 2,022 | 2,040 | 2,092 | ||||||||||||
Diluted net income per share based on net
income attributable to Coca-Cola Bottling Co.
Consolidated: |
||||||||||||||||
Common Stock |
$ | 0.41 | $ | 0.22 | $ | 3.91 | $ | 4.15 | ||||||||
Weighted average number of Common
Stock shares outstanding — assuming dilution |
9,225 | 9,203 | 9,221 | 9,197 | ||||||||||||
Class B Common Stock |
$ | 0.41 | $ | 0.21 | $ | 3.90 | $ | 4.13 | ||||||||
Weighted average number of Class B Common
Stock shares outstanding — assuming dilution |
2,084 | 2,062 | 2,080 | 2,125 | ||||||||||||
Coca-Cola Bottling Co. Consolidated
CONDENSED BALANCE SHEETS (UNAUDITED)
In Thousands
CONDENSED BALANCE SHEETS (UNAUDITED)
In Thousands
| January 2, | January 3, | |||||||
| 2011 | 2010 | |||||||
ASSETS |
||||||||
Current assets: |
||||||||
Cash |
$ | 49,372 | $ | 22,270 | ||||
Trade accounts receivable, net |
96,787 | 92,727 | ||||||
Accounts receivable, other |
27,910 | 21,114 | ||||||
Inventories |
64,870 | 59,122 | ||||||
Prepaids and other current assets |
25,760 | 35,016 | ||||||
Total current assets |
264,699 | 230,249 | ||||||
Property, plant and equipment, net |
322,143 | 326,701 | ||||||
Leased property under capital leases, net |
46,856 | 51,548 | ||||||
Other assets |
46,332 | 46,508 | ||||||
Franchise rights, goodwill and other intangibles, net |
627,592 | 628,071 | ||||||
Total |
$ | 1,307,622 | $ | 1,283,077 | ||||
LIABILITIES AND EQUITY |
||||||||
Current liabilities: |
||||||||
Current portion of debt and capital lease obligations |
$ | 3,866 | $ | 3,846 | ||||
Accounts payable and accrued expenses |
172,874 | 158,136 | ||||||
Total current liabilities |
176,740 | 161,982 | ||||||
Deferred income taxes |
143,962 | 158,548 | ||||||
Pension, postretirement and other liabilities |
224,045 | 196,274 | ||||||
Long-term debt and obligations under capital leases |
578,458 | 597,178 | ||||||
Total liabilities |
1,123,205 | 1,113,982 | ||||||
Stockholders’ equity |
127,895 | 116,291 | ||||||
Noncontrolling interest |
56,522 | 52,804 | ||||||
Total |
$ | 1,307,622 | $ | 1,283,077 | ||||