COCA COLA BOTTLING CO CONSOLIDATED /DE/
10-Q, 1996-05-13
BOTTLED & CANNED SOFT DRINKS & CARBONATED WATERS
Previous: SCHWAB CHARLES CORP, 424B5, 1996-05-13
Next: ANCHOR PACIFIC UNDERWRITERS INC, 10-Q, 1996-05-13




                UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
                                    FORM 10-Q


    QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
X   EXCHANGE ACT OF 1934


    For the quarterly period ended               March 31, 1996


    Commission File Number                          0-9286


                       COCA-COLA BOTTLING CO. CONSOLIDATED
             (Exact name of registrant as specified in its charter)

         Delaware                                               56-0950585
(State or other jurisdiction of incorporation                (I.R.S. Employer
          or organization)                                Identification Number)

               1900 Rexford Road, Charlotte, North Carolina 28211
               (Address of principal executive offices) (Zip Code)

                                 (704) 551-4400
              (Registrant's telephone number, including area code)


Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days. Yes X No


Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.

         Class                                        Outstanding at May 3, 1996
Common Stock, $1 Par Value                                    7,958,059
Class B Common Stock, $1 Par Value                            1,336,362


<PAGE>


                         PART I - FINANCIAL INFORMATION


Item 1. Financial Statements

                       Coca-Cola Bottling Co. Consolidated
                     CONSOLIDATED BALANCE SHEETS (UNAUDITED)
                        In Thousands (Except Share Data)

<TABLE>
<CAPTION>



                                                                             March 31,  Dec. 31,   April 2,
                                                                               1996       1995       1995
ASSETS
<S>                                                                         <C>        <C>        <C>
Current Assets:
Cash                                                                        $  2,479   $  2,434   $  2,139
Accounts receivable, trade, less allowance for
 doubtful accounts of $391, $406 and $402                                      9,847     12,098      8,923
Accounts receivable from The Coca-Cola Company                                 8,167      6,725      6,582
Due from Piedmont Coca-Cola Bottling Partnership                               5,156      4,584        188
Accounts receivable, other                                                     5,292      9,492      5,096
Inventories                                                                   30,935     27,989     31,884
Prepaid expenses and other current assets                                      6,944      6,935      5,239
  Total current assets                                                        68,820     70,257     60,051

Property, plant and equipment, less accumulated
 depreciation of $157,341, $153,602 and $143,635                             190,582    191,800    185,997
Investment in Piedmont Coca-Cola Bottling Partnership                         64,700     65,624     66,930
Other assets                                                                  33,861     33,268     24,055
Identifiable intangible assets, less accumulated
 amortization of $88,002, $85,535 and $78,134                                245,516    247,983    255,384
Excess of cost over fair value of net assets of
 businesses acquired, less accumulated
 amortization of $24,552, $23,980 and $19,971                                 67,067     67,639     69,357


Total                                                                       $670,546   $676,571   $661,774
</TABLE>




See Accompanying Notes to Consolidated Financial Statements



<PAGE>




Coca-Cola Bottling Co. Consolidated
CONSOLIDATED BALANCE SHEETS (UNAUDITED)
In Thousands (Except Share Data)

<TABLE>
<CAPTION>

                                                              March 31,            Dec. 31,     April 2,
                                                                1996                 1995         1995
LIABILITIES AND SHAREHOLDERS' EQUITY

<S>                                                          <C>                  <C>          <C>
Current Liabilities:
Portion of long-term debt payable within one year             $    120            $     120     $    247
Accounts payable and accrued liabilities                        58,581               65,510       60,506
Accounts payable to The Coca-Cola Company                        4,425                3,636        4,638
Accrued compensation                                             2,661                5,049        2,118
Accrued interest payable                                         5,103                6,259        5,998
  Total current liabilities                                     70,890               80,574       73,507
Deferred income taxes                                           97,856               97,252       90,862
Other liabilities                                               41,841               39,877       27,391
Long-term debt                                                 422,374              419,896      436,400
  Total liabilities                                            632,961              637,599      628,160

Shareholders' Equity:
Convertible Preferred Stock, $100 par value:
 Authorized-50,000 shares; Issued-None
Nonconvertible Preferred Stock, $100 par value:
 Authorized-50,000 shares; Issued-None
Preferred Stock, $.01 par value:
 Authorized-20,000,000 shares; Issued-None
Common Stock, $1 par value:
 Authorized-30,000,000 shares;
 Issued-10,090,859 shares                                       10,090               10,090       10,090
Class B Common Stock, $1 par value:
 Authorized-10,000,000 shares;
 Issued-1,964,476 shares                                         1,965                1,965        1,965
Class C Common Stock, $1 par value:
 Authorized-20,000,000 shares; Issued-None
Capital in excess of par value                                 118,409              120,733      127,704
Accumulated deficit                                            (75,095)             (76,032)     (84,595)
Minimum pension liability adjustment                              (138)                (138)      (3,904)
                                                                55,231               56,618       51,260
Less-Treasury stock, at cost:
 Common-2,132,800 shares                                        17,237               17,237       17,237
 Class B Common-628,114 shares                                     409                  409          409
  Total shareholders' equity                                    37,585               38,972       33,614

Total                                                         $670,546            $676, 571     $661,774
</TABLE>


See Accompanying Notes to Consolidated Financial Statements

<PAGE>






Coca-Cola Bottling Co. Consolidated
CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY (UNAUDITED)
In Thousands

<TABLE>
<CAPTION>
                                                                                      
                                                             Capital                  Minimum
                                                    Class B     in                    Pension
                                       Common       Common   Excess of  Accumulated  Liability   Treasury
                                       Stock        Stock    Par Value    Deficit    Adjustment   Stock


<S>                                    <C>         <C>        <C>        <C>         <C>         <C>     
Balance on
 January 1, 1995                       $ 10,090     $1,965   $130,028   $(86,552)   $ (3,904)   $ 17,646
Net income                                                                 1,957
Cash dividends
 paid:
 Common                                                        (2,324)

Balance on
 April 2, 1995                          $10,090     $1,965   $127,704   $(84,595)    $(3,904)    $17,646



Balance on
 December 31, 1995                      $10,090     $1,965   $120,733   $(76,032)      $(138)    $17,646
Net income                                                                   937
Cash dividends
 paid:
 Common                                                        (2,324)
Balance on
 March 31, 1996                         $10,090     $1,965   $118,409   $(75,095)      $(138)    $17,646

</TABLE>



See Accompanying Notes to Consolidated Financial Statements



<PAGE>




Coca-Cola Bottling Co. Consolidated
CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)
In Thousands (Except Per Share Data)

<TABLE>
<CAPTION>

                                                                    First Quarter
                                                                  1996         1995

<S>                                                            <C>          <C>     
Net sales (includes sales to Piedmont of                       $ 171,996    $ 170,977
   $12,075 and $16,682)
Cost of products sold, (excluding depreciation shown
   below includes $10,594 and $15,222 related to sales
   to Piedmont)                                                   98,268       98,903
Gross margin                                                      73,728       72,074
Selling expenses                                                  40,726       36,448
General and administrative expenses                               12,708       13,493
Depreciation expense                                               7,007        6,386
Amortization of goodwill and intangibles                           3,057        3,057
Income from operations                                            10,230       12,690

Interest expense                                                   7,693        8,437
Other (income) expense, net                                          982          964
Income before income taxes                                         1,555        3,289
Federal and state income taxes                                       618        1,332

Net income                                                     $     937    $   1,957

 Net income (per share)                                        $     .10    $     .21

Cash dividends per share:
Common Stock                                                   $     .25    $     .25
Class B Common Stock                                                 .25          .25

Weighted average number of Common and
 Class B Common shares outstanding                                 9,294        9,294

</TABLE>

See Accompanying Notes to Consolidated Financial Statements

<PAGE>

Coca-Cola Bottling Co. Consolidated
CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
In Thousands


<TABLE>
<CAPTION>

                                                                      First Quarter
                                                                     1996       1995
<S>                                                               <C>        <C>    
Cash Flows from Operating Activities
Net income                                                        $   937    $ 1,957
Adjustments to reconcile net income to net cash provided
 by operating activities:
  Depreciation expense                                              7,007      6,386
  Amortization of goodwill and intangibles                          3,057      3,057
  Deferred income taxes                                               618      1,332
  Losses on sale of property, plant and equipment                     311        507
  Amortization of debt costs                                          131        114
  Undistributed loss of Piedmont Coca-Cola Bottling Partnership       924        799
  Increase in current assets less current liabilities              (8,202)    (5,862)
  Increase in other noncurrent assets                                (721)      (723)
  Increase (decrease) in other noncurrent liabilities               2,296       (129)
  Other                                                                 2          2
Total adjustments                                                   5,423      5,483
Net cash provided by operating activities                           6,360      7,440

Cash Flows from Financing Activities
Proceeds from the issuance of long-term debt                        2,884      3,434
Payments on long-term debt                                           (405)        (5)
Cash dividends paid                                                (2,324)    (2,324)
Other                                                                (368)      (960)
Net cash provided by (used in) financing activities                  (213)       145

Cash Flows from Investing Activities
Additions to property, plant and equipment                         (6,123)    (7,641)
Proceeds from the sale of property, plant and equipment                21        383
Net cash used in investing activities                              (6,102)    (7,258)
Net increase in cash                                                   45        327
Cash at beginning of period                                         2,434      1,812

Cash at end of period                                             $ 2,479    $ 2,139

</TABLE>


See Accompanying Notes to Consolidated Financial Statements

<PAGE>


Coca-Cola Bottling Co. Consolidated
Notes to Consolidated Financial Statements (Unaudited)




1. Accounting Policies

The consolidated financial statements include the accounts of Coca-Cola Bottling
Co. Consolidated and its majority owned subsidiaries (the "Company"). All
significant intercompany accounts and transactions have been eliminated.

The information contained in the financial statements is unaudited. The
statements reflect all adjustments which, in the opinion of management, are
necessary for a fair statement of the results for the interim periods presented.
All such adjustments are of a normal, recurring nature.

The accounting policies followed in the presentation of interim financial
results are the same as those followed on an annual basis. These policies are
presented in Note 1 to the consolidated financial statements included in the
Company's Annual Report on Form 10-K for the year ended December 31, 1995 filed
with the Securities and Exchange Commission.

Certain prior year amounts have been reclassified to conform to current year
classifications.


<PAGE>


Coca-Cola Bottling Co. Consolidated
Notes to Consolidated Financial Statements (Unaudited)



2. Summarized Income Statement Data of Piedmont Coca-Cola Bottling Partnership

On July 2, 1993, the Company and The Coca-Cola Company formed Piedmont Coca-Cola
Bottling Partnership ("Piedmont") to distribute and market soft drink products
primarily in portions of North Carolina and South Carolina. The Company and The
Coca-Cola Company, through their respective subsidiaries, each beneficially own
a 50% interest in Piedmont. The Company provides a portion of the soft drink
products to Piedmont at cost and receives a fee for managing the business of
Piedmont pursuant to a management agreement. Summarized income statement data
for Piedmont is as follows:

<TABLE>
<CAPTION>

                                                                                First Quarter
In Thousands                                                                   1996        1995
<S>                                                                         <C>         <C>
Net sales                                                                   $ 47,925    $ 45,688
Gross margin                                                                  20,409      18,923
Income from operations                                                           728       1,004
Net loss                                                                       1,849       1,598
</TABLE>



3. Inventories

Inventories are summarized as follows:

<TABLE>
<CAPTION>

                                                                            Mar. 31,   Dec. 31,     April 2,
In Thousands                                                                  1996       1995         1995
<S>                                                                         <C>         <C>         <C>     
Finished products                                                           $ 19,401    $ 17,809    $ 18,708
Manufacturing materials                                                       10,207       8,809      11,633
Used bottles and cases                                                         1,327       1,371       1,543
Total inventories                                                           $ 30,935    $ 27,989    $ 31,884
</TABLE>
<PAGE>


Coca-Cola Bottling Co. Consolidated
Notes to Consolidated Financial Statements (Unaudited)

4. Long-Term Debt

Long-term debt is summarized as follows:
<TABLE>
<CAPTION>


                                                            Fixed(F) or
                                                   Interest  Variable   Interest      Mar. 31,   Dec. 31,  April 2,
In Thousands                          Maturity       Rate    (V) Rate    Paid          1996       1995       1995
<S>                                    <C>         <C>      <C>         <C>          <C>        <C>        <C>  

Lines of Credit                        1997          5.65%-      V       Varies      $ 25,490   $ 22,590   $ 96,860
                                                     5.75%
Term Loan Agreement                    2002-         5.78%-      V       Varies       170,000    170,000    120,000
                                       2003          5.95%

Medium-Term Notes                      1998          6.03%       V       Quarterly     10,000     10,000     10,000

Medium-Term Notes                      1998         10.00%       F       Semi-          2,000      2,000
                                                                         annually

Medium-Term Notes                      1999          7.99%       F       Semi-         28,585     28,585     66,500
                                                                         annually

Medium-Term Notes                      2000         10.00%       F       Semi-         25,500     25,500     57,000
                                                                         annually

Medium-Term Notes                      2002          8.56%       F       Semi-         47,000     47,000     66,500
                                                                         annually

Debentures                             2007          6.85%       F       Semi-        100,000    100,000       --
                                                                         annually
Notes acquired in
 Sunbelt acquisition                   2001          8.00%       F       Quarterly        200        217      5,321

Capital leases and                     1995-         6.85%-      F       Varies        13,719     14,124     14,446
other notes payable                    2001         10.00%

                                                                                      422,494    420,016    436,647
Less: Portion of long-
 term debt payable
 within one year                                                                          120        120        247

Long-term debt                                                                       $422,374   $419,896   $436,400
                                                              
</TABLE>
<PAGE>
                                                              
                                                               
                                                               
    Coca-Cola Bottling Co. Consolidated                        
    Notes to Consolidated Financial Statements (Unaudited)     
                                                               
                                                               
                                                               
    4. Long-Term Debt (cont.)                                  
                                                               
    As of March 31, 1996, the Company was in compliance with all of the
    covenants of its various borrowing agreements.                 
                                                               
    It is the Company's intent to renew its lines of credit, commercial paper
    borrowings and borrowings under the revolving credit facility as they
    mature. To the extent that these borrowings do not exceed the amount
    available under the Company's $170 million revolving credit facility, they
    are classified as noncurrent liabilities.                  
                                                               
    A $100 million commercial paper program was established in January 1990 with
    funds to be used for general corporate purposes. There were no balances
    outstanding under this program on March 31, 1996, December 31, 1995 or April
    2, 1995.                                                   
                                                               
    In June 1992, the Company entered into a three-year arrangement under which
    it has the right to sell an undivided interest in a designated pool of trade
    accounts receivable up to a maximum of $40 million. The Company had sold
    trade receivables of $35 million as of March 31, 1996, December 31, 1995 and
    April 2, 1995. This arrangement has been amended to extend it to June 1998
    on terms substantially similar to those previously in place.
                                                               
    On October 12, 1994, a $400 million shelf registration for debt and equity
    securities filed with the Securities and Exchange Commission became
    effective and the securities thereunder became available for issuance. On
    November 1, 1995, the Company issued $100 million of 6.85% debentures due
    2007 pursuant to such registration. The net proceeds from this issuance were
    used principally for refinancing a portion of the existing public
    indebtedness with the remainder used to repay other bank debt.
                                                              
    On November 20, 1995, the Company entered into a $170 million loan agreement
    with $85 million maturing in November 2002 and $85 million maturing in
    November 2003. This loan was used to repay two $60 million loans previously
    entered into by the Company and other bank debt.          
                                                              
    The Company has guaranteed a portion of the debt for two cooperatives in
    which the Company is a member. The amounts guaranteed were $34.6 million,
    $35.2 million and $34.2 million as of March 31, 1996, December 31, 1995 and
    April 2, 1995, respectively.                              
                                                              
                                                              
<PAGE>
                                                              
     Coca-Cola Bottling Co. Consolidated                      
     Notes to Consolidated Financial Statements (Unaudited)   
                                                              
                                                              
                                                              
    5. Derivative Financial Instruments                       
                                                              
    The Company uses derivative financial instruments to modify risk from
    interest rate fluctuations in its underlying debt. The Company has
    historically altered its fixed/floating interest rate mix based upon
    anticipated operating cash flows of the Company relative to its debt level
    and the Company's ability to absorb increases in interest rates. These
    derivative financial instruments are not used for trading purposes.
                                                             
    The Company has entered into interest rate swaps that resulted in weighted
    average interest rates for the debt portfolio of approximately 7.0%, 7.2%
    and 7.5% as of March 31, 1996, December 31, 1995 and April 2, 1995,
    respectively. The Company's overall weighted average interest rate on its
    long-term debt decreased from an average of 7.3% during the first quarter of
    1995 to an average of 7.0% during the first quarter of 1996. After taking
    into account the effect of all of the interest rate swap activities,
    approximately 49%, 48% and 47% of the total debt portfolio was subject to
    changes in short-term interest rates as of March 31, 1996, December 31, 1995
    and April 2, 1995, respectively.

    A rate increase of 1% would have increased interest expense for the first
    quarter of 1996 by approximately $2 million and net income for the first
    quarter ended March 31, 1996 would have been reduced by approximately $1.2
    million. Interest coverage as of March 31, 1996 would have been 2.5 times
    (versus 2.6 times) if interest rates had increased by 1%.

    Derivative financial instruments were as follows:

<TABLE>
<CAPTION>


                                             March 31, 1996        December 31, 1995      April 2, 1995
                                                     Remaining                Remaining            Remaining
     In Thousands                           Amount      Term        Amount      Term     Amount      Term

<S>                                     <C>          <C>         <C>         <C>       <C>        <C>
    Interest rate swaps-floating        $   60,000   7.5 years   $  60,000   8 years   $221,600   5-8 years

    Interest rate swaps-fixed               60,000   7.5 years      60,000   8 years    215,000   1-8 years

    Interest rate caps                                                                   30,000    .5 year

</TABLE>

<PAGE>

     Coca-Cola Bottling Co. Consolidated
     Notes to Consolidated Financial Statements (Unaudited)



    5. Derivative Financial Instruments (cont.)


    The table below summarizes interest rate swap activity for the three months
ended March 31, 1996.

                                                    
                                                    First Quarter
In Thousands                                             1996
Total swaps, beginning of period                       $120,000
New swaps                                                 --
Terminated swaps                                          --
Expired swaps                                             --
Total swaps, end of period                             $120,000

    The carrying amounts and fair values of the Company's balance sheet and
off-balance-sheet instruments were as follows:

<TABLE>
<CAPTION>

                                                            March 31, 1996         December 31, 1995
                                                         Carrying        Fair     Carrying        Fair
In Thousands                                              Amount        Value       Amount       Value

<S>                                                     <C>          <C>          <C>         <C>      
Balance Sheet Instruments
     Public debt                                        $ 213,085    $ 215,757    $ 213,085   $ 228,103
     Non-public variable rate long-term
         debt                                             195,490      195,490      192,590     192,590
     Non-public fixed rate long-term debt                  13,919       14,899       14,341      16,189

Off-Balance-Sheet Instruments
     Interest rate swaps                                                (4,843)                  (4,725)
</TABLE>

The fair values of the interest rate swaps represent the estimated amounts the
Company would have had to pay to terminate these agreements.

<PAGE>


Coca-Cola Bottling Co. Consolidated
Notes to Consolidated Financial Statements (Unaudited)



6. Supplemental Disclosures of Cash Flow Information

Changes in current assets and current liabilities affecting cash were as
follows:

<TABLE>
<CAPTION>


                                                                      First Quarter
In Thousands                                                         1996       1995
<S>                                                               <C>        <C>     
Accounts receivable, trade, net                                   $ 2,251    $(1,167)
Due from Piedmont Coca-Cola Bottling Partnership                     (572)     1,195
Accounts receivable, other                                          2,758         68
Inventories                                                        (2,946)       (13)
Prepaid expenses and other current assets                              (9)      (185)
Portion of long-term debt payable within one year                                (53)
Accounts payable and accrued liabilities                           (6,140)     1,698
Accrued compensation                                               (2,388)    (2,128)
Accrued interest payable                                           (1,156)    (5,277)
Increase in current assets less current liabilities               $(8,202)   $(5,862)

</TABLE>

<PAGE>


Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations



Introduction:

The following discussion presents management's analysis of the results of
operations for the first three months of 1996 compared to the first three months
of 1995 and changes in financial condition from April 2, 1995 and December 31,
1995 to March 31, 1996.

The Company reported net income of $.9 million or $.10 per share for the first
quarter of 1996 compared with net income of $2.0 million or $.21 per share for
the same period in 1995. 

While overall sales volume increased during the quarter, inclement weather
conditions in certain areas of the Company's franchise territory had a
significant impact on the Company's higher margin vending and convenience store
channels resulting in lower sales in these channels than during the comparable
period in the prior year. The expansion of the Company's cold drink channel in
the past few years has resulted in significant capital investment for equipment.
The lease expense related to cold drink asset additions is recognized on
a straight-line basis throughout the year while the revenue generated by these
assets tends to be more seasonal, with the majority of the revenue coming in the
months from April to September.

The results for interim periods are not necessarily indicative of the results to
be expected for the year due to seasonal factors.


Results of Operations:

Net sales for the first quarter of 1996 increased less than 1% from the first
quarter of 1995. Net franchise sales increased 5.3% over the same period in 1995
due primarily to a 4.6% increase in case volume. Contract sales dropped by $6.6
million from the first quarter of 1995. Approximately half of the reduction in
contract sales reflects lower sales to third parties on which the Company
generates a modest profit margin. The other half of the reduction in contract
sales reflects lower sales to Piedmont Coca-Cola Bottling Partnership which is
purchasing more of its product from a regional Coca-Cola manufacturing
cooperative. The increase in franchise sales volume was primarily in food
stores. Sprite continued to enjoy significant growth with increased volume of
25% over the first quarter of 1995. The new proprietary Sprite 20 ounce PET
bottle is being introduced throughout the Company's franchise territory. Selling
prices were at levels comparable to the first quarter 1995, a period during
which selling prices were up approximately 6.5% over comparable 1994 levels.

<PAGE>

Gross margin on net franchise sales increased by 3.1% from 1995 due primarily to
the increase in food store sales. The increase in gross margin was less than the
increase in net franchise sales due to a higher percentage of food store sales
that have lower margins than other market channels.

For the first quarter of 1996, selling expenses increased 11.7% over the 1995
period. Selling expenses related to franchise sales increased more than 7% due
primarily to higher employment costs and increased expenses related to sales
development programs. The increase in sales development funds was related
primarily to growth in food store volume. The higher employment costs are
attributable to an increase in volume and the Company's efforts to improve
employee retention in certain key market areas of its franchise territory.
General and administrative expenses decreased by 5.9% due to certain employee
benefit accruals.

Depreciation expense increased 9.7% between the first quarter of 1995 and the
first quarter of 1996. This increase is due to the level of capital expenditures
during 1995. The Company made significant capital expenditures in 1995 for
manufacturing equipment necessary for the introduction of new packages.

Interest expense decreased 8.8% from the first quarter of 1995 to the first
quarter of 1996 due to reduced long-term debt balances and lower interest rates
as a result of the early retirement of some of the Company's Medium-Term Notes
in the fourth quarter of 1995. Outstanding long-term debt decreased
approximately $14 million from April 2, 1995 to March 31, 1996. The Company's
overall weighted average interest rate decreased from an average of 7.3% during
the first quarter of 1995 to an average of 7.0% during the first quarter of
1996.

Changes in Financial Condition:

Working capital increased $8.2 million from December 31, 1995 to March 31, 1996
and increased $6.1 million from April 2, 1995 to March 31, 1996. The increase
from December 31, 1995 resulted principally from an increase in inventories due
to the seasonal nature of the business as well as a reduction in certain accrued
liabilities. The increase from April 2, 1995 was due principally to an increase
in amounts due from Piedmont Coca-Cola Bottling Partnership. The Company had
sold trade accounts receivable of $35 million as of March 31, 1996, December 31,
1995 and April 2, 1995 under its arrangement to sell an undivided interest 
in a designated pool of trade accounts receivable up to a maximum of $40 
million.

Capital expenditures in the first quarter of 1996 were $6.1 million as compared
to $7.6 million in the first quarter of 1995. Expenditures for 1996 capital
additions are expected to be lower than expenditures for 1995 due to reduced 
capital requirements for manufacturing equipment.

Long-term debt decreased $14 million from April 2, 1995 to March 31, 1996 and
increased $2.5 million from December 31, 1995 to March 31, 1996. Long-term debt
has decreased from April 2, 1995 due to repayments of debt from operations. On
November 1, 1995, the Company issued $100 million of 6.85% debentures due 2007
pursuant to a $400 million shelf registration filed in 1994 with the Securities
and Exchange Commission. The net proceeds from this issuance were used to

<PAGE>

repurchase $87 million of the Company's Medium-Term Notes due between 1997 and
2002 and to repay other outstanding borrowings. As of March 31, 1996, the
Company was in compliance with all of the covenants of its various borrowing
agreements.

It is the Company's intent to renew any borrowings under its $170 million
revolving credit facility and the informal lines of credit as they mature and,
to the extent that any borrowings under the revolving credit facility, the
informal lines of credit and commercial paper program do not exceed the amount
available under the Company's $170 million revolving credit facility, they are
classified as noncurrent liabilities. As of March 31, 1996, the Company had no
amounts outstanding under the revolving credit facility or the commercial paper
program and had approximately $25.5 million outstanding under the informal lines
of credit.

As of March 31, 1996 the debt portfolio had a weighted average interest rate of
approximately 7.0% and approximately 49% of the total portfolio of $422.5
million was subject to changes in short-term interest rates.

Management believes that the Company, through the generation of cash flow from
operations and the utilization of unused borrowing capacity, has sufficient
financial resources available to maintain its current operations and provide for
its current capital expenditure requirements. The Company considers the
acquisition of additional franchise territories on an ongoing basis.



<PAGE>

                           PART II - OTHER INFORMATION



Item 1. Legal Proceedings

On March 4, 1993, a Complaint was filed against the Company, the predecessor
bottling company for the Laurel, Mississippi territory and other unnamed parties
in the matter of Mrs. Elsie Langley, Administratrix of the Estate of Walter
Langley v. Coca-Cola Bottling Co. Consolidated, et al., Cause No. 93-3-30 in the
Circuit Court of the Second Judicial District for Jones County, Mississippi.
This suit by the testatrix spouse of a deceased former employee of the
predecessor bottler alleged misrepresentation and fraud in connection with the
severance package offered to employees terminated by the predecessor bottler in
connection with the acquisition of the Laurel franchise subsidiary of the
Company. Plaintiff claimed that the former employee was led to believe that the
severance package was to include continuation of health insurance by the
Company. The plaintiff's original Complaint sought damages in an amount up to
$18 million in compensatory and punitive damages. Plaintiff later requested that
the Court permit her to amend her Complaint to strike certain allegations,
leaving claims for up to $11 million in compensatory and punitive damages. On
December 7, 1994, the Company filed a Motion to Dismiss this case, based on
ERISA preemption. A second hearing on the Motion was held on March 18, 1996, at
which time the Court dismissed all of Plaintiff's claims against the Company,
with prejudice.





Item 6. Exhibits and Reports on Form 8-K

(a)      Exhibits

         Exhibit
         Number   Description
         27       Financial data schedule for period ended March 31, 1996.


(b)      Reports on Form 8-K

         None.


<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, thereunto duly authorized.


                                          COCA-COLA BOTTLING CO. CONSOLIDATED
                                                    (REGISTRANT)

Date: May 13, 1996                        By: /s/ David V. Singer
                                                  David V. Singer
                                   Principal Financial Officer of the Registrant
                                                       and
                                       Vice President-Chief Financial Officer

<PAGE>

<TABLE> <S> <C>

<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from the
financial statements as of and for the three months ended March 31, 1996
and is qualified in its entirety by reference to such financial statements.
</LEGEND>
       
<S>                             <C>
<PERIOD-TYPE>                   3-MOS
<FISCAL-YEAR-END>                          DEC-29-1996
<PERIOD-START>                             JAN-01-1996
<PERIOD-END>                               MAR-31-1996
<CASH>                                           2,479
<SECURITIES>                                         0
<RECEIVABLES>                                   10,238
<ALLOWANCES>                                       391
<INVENTORY>                                     30,935
<CURRENT-ASSETS>                                68,820
<PP&E>                                         347,923
<DEPRECIATION>                                 157,341
<TOTAL-ASSETS>                                 670,546
<CURRENT-LIABILITIES>                           70,890
<BONDS>                                        422,374
                                0
                                          0
<COMMON>                                        12,055
<OTHER-SE>                                      43,176
<TOTAL-LIABILITY-AND-EQUITY>                   670,546
<SALES>                                        171,996
<TOTAL-REVENUES>                               171,996
<CGS>                                           98,268
<TOTAL-COSTS>                                   98,268
<OTHER-EXPENSES>                                63,498
<LOSS-PROVISION>                                     0
<INTEREST-EXPENSE>                               7,693
<INCOME-PRETAX>                                  1,555
<INCOME-TAX>                                       618
<INCOME-CONTINUING>                                937
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                       937
<EPS-PRIMARY>                                     0.10
<EPS-DILUTED>                                        0
        

</TABLE>


© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission