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):
December 11, 1998
THE COCA-COLA COMPANY
(Exact name of Registrant as specified in its charter)
Delaware 001-02217 58-0628465
(State or other (Commission (IRS Employer
jurisdiction File Number) Identification No.)
of incorporation)
One Coca-Cola Plaza
Atlanta, Georgia 30313
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (404)676-2121
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Item 5. Other Events
On December 11, 1998, The Coca-Cola Company (the "Company")
and Cadbury Schweppes plc announced that they have signed
agreements for The Coca-Cola Company to acquire Cadbury
Schweppes' beverage brands in more than 120 countries around
the world for approximately $1.85 billion. The transactions
do not apply to the U.S., France and South Africa.
On December 11, 1998, the Company also announced its
expectations for fourth-quarter worldwide volume and EPS
trends.
Item 7. Financial Statements and Exhibits
(c) Exhibits:
99.1 Press release of The Coca-Cola Company issued
December 11, 1998 - The Coca-Cola Company and
Cadbury Schweppes announce $1.85 billion
transaction for Cadbury Schweppes beverage
brands
99.2 Press release of The Coca-Cola Company issued
December 11, 1998 - The Coca-Cola Company
announces expectations for fourth-quarter
worldwide volume and EPS trends
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<PAGE>
SIGNATURES
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.
THE COCA-COLA COMPANY
(REGISTRANT)
Date: December 15, 1998 By:/s/ JAMES E. CHESTNUT
---------------------------
James E. Chestnut
Senior Vice President and
Chief Financial Officer
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<PAGE>
Exhibit Index
Exhibit No.
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99.1 Press release of The Coca-Cola Company issued
December 11, 1998 - The Coca-Cola Company and
Cadbury Schweppes announce $1.85 billion
transaction for Cadbury Schweppes beverage
brands
99.2 Press release of The Coca-Cola Company issued
December 11, 1998 - The Coca-Cola Company
announces expectations for fourth-quarter
worldwide volume and EPS trends
EXHIBIT 99.1
FOR IMMEDIATE RELEASE
CONTACT: Media: Randy Donaldson
(404) 676-3853
Investors: Nancy W. Ford
(404) 676-2817
THE COCA-COLA COMPANY AND CADBURY SCHWEPPES
ANNOUNCE $1.85 BILLION TRANSACTION
FOR CADBURY SCHWEPPES BEVERAGE BRANDS
LONDON, DECEMBER 11, 1998 - The Coca-Cola Company and Cadbury Schweppes
today announced that they have signed agreements for The Coca-Cola
Company to acquire Cadbury Schweppes' beverage brands in more than 120
countries around the world for approximately $1.85 billion. These brands
include Schweppes and Canada Dry mixers, Dr Pepper, Crush and other
regional brands. The transactions do not apply to the U.S., France and
South Africa.
The agreements will give The Coca-Cola Company ownership of outstanding
brands in beverage segments in which it does not currently participate
in any significant way. Schweppes and Canada Dry tonic waters, club
sodas and ginger ales are included, as are a variety of juice products,
bottled waters and dilutables. The transactions also include acquisition
of beverage base plants in Ireland and Spain.
Completion of the transactions is subject to regulatory review in a
number of countries and certain other approvals. The Coca-Cola Company
and Cadbury Schweppes anticipate closing of the transaction in the
middle of 1999.
"These agreements will allow The Coca-Cola Company to participate in
segments of the beverage business where it currently does not have
meaningful entries," said M. Douglas Ivester, chairman of the Board and
chief executive officer, The Coca-Cola Company. "The family of Cadbury
Schweppes brands will be a wonderful addition to the core brands of The
Coca-Cola Company.
"Because we currently do not have any broadly-distributed brands in
these segments, the transactions will provide our consumers and
customers increased availability of a greater variety of non-alcoholic
beverages and enhanced profitability opportunities for our customers."
"These agreements will create immediate and substantial value for our
shareowners and simultaneously enhance our ability to develop and focus
on our strong global confectionery and U.S. beverage business," said
John Sunderland, chief executive officer of Cadbury Schweppes.
"Cadbury Schweppes non-U.S. beverages brands are renowned and
profitable," Mr. Sunderland added. "However, this development recognizes
that they can be more successfully grown within the broader
international infrastructure which Coca-Cola has established over many
years."
Following completion of the transactions, all of Cadbury Schweppes'
approximately 450 employees associated with the franchising of these
brands and manufacturing of concentrate in these territories will have
the opportunity to take jobs with The Coca-Cola Company.
"We look forward to welcoming Cadbury Schweppes employees to the
Coca-Cola family," said Mr. Ivester. "Great brands do not just happen -
they are the result of the hard work of talented, committed people.
Cadbury Schweppes' beverage team will play an important role in
integrating these new brands into our business system."
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EXHIBIT 99.2
CONTACT: Nancy W. Ford
(404) 676-2817
THE COCA-COLA COMPANY ANNOUNCES
EXPECTATIONS FOR FOURTH-QUARTER WORLDWIDE
VOLUME AND EPS TRENDS
Worldwide economic uncertainty and volatility
continue to impact the Company's volume and earnings
during the quarter.
Fourth-quarter worldwide unit case sales are expected
to increase 2 to 4 percent on a comparable days basis,
following 10 percent growth in the fourth quarter of 1997.
Fully diluted earnings per share for the fourth quarter
are expected to be approximately $0.24 - $0.25.
ATLANTA, December 11, 1998 -- The Coca-Cola Company announced today that
it expects fourth-quarter worldwide unit case volume to be down slightly
on a reported basis and to increase 2 to 4 percent on a comparable days
basis. This expected increase is on top of a very strong 10 percent
growth in worldwide unit case volume in the fourth quarter of 1997.
(As previously announced, the fourth quarter of 1998 contains fewer
shipping days than the same quarter a year ago. This has no impact on
full year results, as additional shipping days were included in the
first quarter of this year.)
"The fundamental strengths of our business model and our long-term
opportunities and strategic approach remain intact throughout the
world," said M. Douglas Ivester, chairman, Board of Directors, and chief
executive officer. "However, during the fourth quarter, we have seen a
pattern of volatility in many markets that has resulted from continued
economic and political uncertainty."
"The results for the fourth quarter of 1998 do not change the underlying
opportunity that is before this global company. We will continue taking
a disciplined approach to managing through the current economic
environment, with a focus on creating value for our share owners over
time. This is a Company that knows how to keep growing and to take
advantage of opportunities that are ahead of us. In fact, in our 113-
year history, there is scarcely a time or place where we haven't
weathered economic storms and emerged in a better position than before."
As a result of the continued economic uncertainties, as well as the
impact of fewer shipping days in the fourth quarter, the Company
currently expects that fully diluted EPS in the fourth quarter of 1998
will be $0.24 to $0.25.
Commenting on the Company's expected financial performance, James E.
Chestnut, senior vice president and chief financial officer, said,
"Throughout the quarter, volumes have continued growing at strong rates
in many markets throughout the world. But, in several key markets that
have been impacted by economic uncertainty and volatility, along with
structural changes within the Coca-Cola system, volume and financial
contributions have been weaker than anticipated, affecting operating
income and leading to equity losses in some cases. In addition, currency
has continued to have a negative impact on the Company's results with
an approximate negative 10 percent impact on both the fourth quarter
and the full year."
Detailed below is a summary of expected results for the fourth quarter:
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IMPACTED MARKETS OTHER MARKETS
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Markets impacted by economic Remaining markets which
uncertainty and volatility are not impacted by economic
including Brazil, Germany, uncertainty and volatility
Japan, Russia, SE Asia,
Venezuela and Colombia
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VOLUME EXPECTATIONS: VOLUME EXPECTATIONS:
Comparable days: Down mid Comparable days: Up mid
single digit single digit
Reported basis: Down low Reported basis: Up low single digit
double digit
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FINANCIAL IMPLICATIONS: FINANCIAL IMPLICATIONS:
- - Weaker operating income
- - Lower equity income and - Solid financial results on a
in some cases, equity losses local currency basis
- - Continued negative impact - Continued negative impact
of currency of currency
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This news release contains forward-looking statements concerning long
term volume and EPS objectives and should be read in conjunction with
cautionary statements contained in Exhibit 99.1 in the Company's most
recent Form 10-K.
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