UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 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 (I.R.S. Employer Identification Number)
incorporation or organization)
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 July 30, 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 l. Financial Statements
Coca-Cola Bottling Co. Consolidated
CONSOLIDATED BALANCE SHEETS (UNAUDITED)
In Thousands (Except Share Data)
<TABLE>
<CAPTION>
June 30, Dec. 31, July 2,
1996 1995 1995
<S> <C> <C> <C>
ASSETS
Current Assets:
Cash $ 3,593 $ 2,434 $ 2,488
Accounts receivable, trade, less allowance for
doubtful accounts of $432, $406 and $400 17,988 12,098 16,176
Accounts receivable from The Coca-Cola Company 2,673 6,725 4,880
Due from Piedmont Coca-Cola Bottling Partnership 3,466 4,584 5,248
Accounts receivable, other 5,531 9,492 3,974
Inventories 36,795 27,989 35,898
Prepaid expenses and other current assets 8,249 6,935 5,142
-------- -------- --------
Total current assets 78,295 70,257 73,806
-------- -------- --------
Property, plant and equipment, less accumulated
depreciation of $153,947, $153,602 and $147,798 190,728 191,800 188,933
Investment in Piedmont Coca-Cola Bottling Partnership 64,757 65,624 67,008
Other assets 33,688 33,268 24,227
Identifiable intangible assets, less accumulated
amortization of $90,469, $85,535 and $80,601 243,049 247,983 252,917
Excess of cost over fair value of net assets of
businesses acquired, less accumulated
amortization of $25,124, $23,980 and $22,834 66,495 67,639 68,785
-------- -------- --------
Total $677,012 $676,571 $675,676
======== ======== ========
</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>
June 30, Dec. 31, July 2,
1996 1995 1995
<S> <C> <C> <C>
LIABILITIES AND SHAREHOLDERS' EQUITY
Current Liabilities:
Portion of long-term debt payable within one year $ 100 $ 120 $ 206
Accounts payable and accrued liabilities 55,456 65,510 51,729
Accounts payable to The Coca-Cola Company 3,174 3,636 5,117
Accrued compensation 3,768 5,049 3,804
Accrued interest payable 7,251 6,259 12,550
---------- ---------- ---------
Total current liabilities 69,749 80,574 73,406
Deferred income taxes 104,189 97,252 96,135
Other liabilities 43,048 39,877 37,121
Long-term debt 415,219 419,896 429,670
-------- -------- --------
Total liabilities 632,205 637,599 636,332
-------- -------- --------
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 116,086 120,733 125,380
Accumulated deficit (65,550) (76,032) (76,541)
Minimum pension liability adjustment (138) (138) (3,904)
---------- ----------- ----------
62,453 56,618 56,990
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 44,807 38,972 39,344
---------- ---------- ---------
Total $677,012 $676,571 $675,676
======== ========= ========
</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 10,011
Cash dividends
paid:
Common (4,648)
Balance on
July 2, 1995 $ 10,090 $ 1,965 $125,380 $(76,541) $ (3,904) $ 17,646
======== ======== ======== ======== ======== ========
Balance on
December 31, 1995 $ 10,090 $ 1,965 $120,733 $(76,032) $ (138) $ 17,646
Net income 10,482
Cash dividends
paid:
Common (4,647)
Balance on
June 30, 1996 $ 10,090 $ 1,965 $116,086 $(65,550) $ (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>
Second Quarter First Half
1996 1995 1996 1995
----------- ----------- --------- ---------
<S> <C> <C> <C> <C>
Net sales (includes sales to Piedmont of
$17,614, $19,627, $29,689 and $36,309) $213,579 $207,876 $385,575 $378,853
Cost of products sold, excluding depreciation
shown below (includes $14,414, $16,662,
$24,998 and $31,884 related to sales to
Piedmont) 119,626 120,742 217,894 219,645
-------- -------- -------- --------
Gross margin 93,953 87,134 167,681 159,208
-------- -------- -------- --------
Selling expenses 44,748 41,639 85,474 78,087
General and administrative expenses 14,135 13,478 26,843 26,971
Depreciation expense 7,055 6,584 14,062 12,970
Amortization of goodwill and intangibles 3,058 3,058 6,115 6,115
-------- -------- -------- --------
Income from operations 24,957 22,375 35,187 35,065
Interest expense 7,466 8,456 15,159 16,893
Other (income) expense, net 1,628 593 2,610 1,557
-------- -------- -------- --------
Income before income taxes 15,863 13,326 17,418 16,615
Federal and state income taxes 6,318 5,272 6,936 6,604
-------- -------- -------- --------
Net income $ 9,545 $ 8,054 $ 10,482 $ 10,011
======== ======== ======== ========
Net income per share $ 1.03 $ .87 $ 1.13 $ 1.08
Cash dividends per share:
Common Stock $ .25 $ .25 $ .50 $ .50
Class B Common Stock .25 .25 .50 .50
Weighted average number of Common and
Class B Common shares outstanding 9,294 9,294 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 Half
1996 1995
--------- -------
<S> <C> <C>
Cash Flows from Operating Activities
Net income $ 10,482 $ 10,011
Adjustments to reconcile net income to net cash provided
by operating activities:
Depreciation expense 14,062 12,970
Amortization of goodwill and intangibles 6,115 6,115
Deferred income taxes 6,936 6,604
Losses on sale of property, plant and equipment 1,191 305
Amortization of debt costs 262 229
Undistributed loss of Piedmont Coca-Cola Bottling Partnership 867 721
Increase in current assets less current liabilities (17,704) (14,070)
Increase in other noncurrent assets (682) (928)
Increase in other noncurrent liabilities 3,467 1,172
Other 1 85
-------- --------
Total adjustments 14,515 13,203
-------- --------
Net cash provided by operating activities 24,997 23,214
-------- --------
Cash Flows from Financing Activities
Payments on long-term debt (4,677) (3,301)
Cash dividends paid (4,647) (4,648)
Other (333) 2,071
-------- --------
Net cash used in financing activities (9,657) (5,878)
-------- --------
Cash Flows from Investing Activities
Additions to property, plant and equipment (14,652) (17,576)
Proceeds from the sale of property, plant and equipment 471 916
-------- --------
Net cash used in investing activities (14,181) (16,660)
-------- --------
Net increase in cash 1,159 676
Cash at beginning of period 2,434 1,812
-------- --------
Cash at end of period $ 3,593 $ 2,488
======== ========
</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:
Second Quarter First Half
In Thousands 1996 1995 1996 1995
Net sales $62,254 $58,772 $110,179 $104,460
Gross margin 25,841 23,787 46,250 42,710
Income from operations 2,999 2,531 3,727 3,535
Net income (loss) 115 156 (1,734) (1,442)
3. Inventories
Inventories are summarized as follows:
June 30, Dec. 31, July 2,
In Thousands 1996 1995 1995
Finished products $23,312 $17,809 $22,259
Manufacturing materials 10,596 8,809 12,109
Other 2,887 1,371 1,530
--------- --------- ---------
Total inventories $36,795 $27,989 $35,898
======= ======= =======
<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 (V) Interest June 30, Dec. 31, July 2,
In Thousands Maturity Rate Rate Paid 1996 1995 1995
- ---------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C>
Lines of Credit 2000 5.72% V Varies $ 19,370 $ 22,590 $ 90,235
Term Loan Agreement 2002- 6.01% V Varies 170,000 170,000 120,000
2003
Medium-Term Notes 1998 6.01% V Quarterly 10,000 10,000 10,000
Medium-Term Notes 1998 10.05% F Semi- 2,000 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 55,000
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 188 217 5,321
Capital leases and 2000 - 6.85% - F Varies 12,676 14,124 14,320
other notes payable 2001 10.00%
415,319 420,016 429,876
Less: Portion of long-
term debt payable
within one year 100 120 206
- ---------------------------------------------------------------------------------------------------------------------------------
Long-term debt $415,219 $419,896 $429,670
- ---------------------------------------------------------------------------------------------------------------------------------
</TABLE>
Coca-Cola Bottling Co. Consolidated
Notes to Consolidated Financial Statements (Unaudited)
4. Long-Term Debt (cont.)
As of June 30, 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 June 30, 1996, December 31, 1995 or July
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 June 30, 1996, December 31, 1995 and
July 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 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 $32.5 million,
$35.2 million and $34 million as of June 30, 1996, December 31, 1995 and
July 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 two interest rate swaps that resulted in weighted average
interest rates for the debt portfolio of approximately 7.0%, 7.2% and 7.7%
as of June 30, 1996, December 31, 1995 and July 2, 1995, respectively. The
Company's overall weighted average interest rate on its long-term debt
decreased from an average of 7.4% during the first half of 1995 to an
average of 7.0% during the first half of 1996. After taking into account the
effect of all of the interest rate swap activities, approximately 48%, 48%
and 40% of the total debt portfolio was subject to changes in short-term
interest rates as of June 30, 1996, December 31, 1995 and July 2, 1995,
respectively.
A rate increase of 1% on the floating rate component of the Company's debt
would have increased interest expense for the first half of 1996 by
approximately $1 million and net income for the first six months ended June
30, 1996 would have been reduced by approximately $.6 million.
Derivative financial instruments were as follows:
<TABLE>
<CAPTION>
June 30, 1996 December 31, 1995 July 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 years $ 60,000 8 years $168,000 5-8 years
Interest rate swaps-fixed $ 60,000 7 years 60,000 8 years 215,000 .5-8 years
</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 six month
periods ended June 30, 1996 and July 2, 1995.
First Half First Half
In Thousands 1996 1995
Total swaps, beginning of period $120,000 $436,600
New swaps 0 25,000
Terminated swaps 0 (78,000)
Expired swaps 0 0
------------- -------------
Total swaps, end of period $120,000 $383,600
============= =============
The carrying amounts and fair values of the Company's balance sheet and
off-balance-sheet instruments were as follows:
June 30, 1996 December 31, 1995
------------------- -------------------
Carrying Fair Carrying Fair
In Thousands Amount Value Amount Value
Balance Sheet Instruments
Public debt $213,085 $214,697 $213,085 $228,103
Non-public variable rate long-term
debt 189,370 189,370 192,590 192,590
Non-public fixed rate long-term debt 12,864 14,386 14,341 16,189
Off-Balance-Sheet Instruments
Interest rate swaps (4,327) (4,725)
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:
First Half
In Thousands 1996 1995
- -----------------------------------------------------------------------------
Accounts receivable, trade, net $ (5,890) $ (8,420)
Due from Piedmont Coca-Cola Bottling Partnership 1,118 (3,865)
Accounts receivable, other 8,013 2,892
Inventories (8,806) (4,027)
Prepaid expenses and other current assets (1,314) (88)
Portion of long-term debt payable within one year (20) (94)
Accounts payable and accrued liabilities (10,516) (1,301)
Accrued compensation (1,281) (442)
Accrued interest payable 992 1,275
---------- ---------
Increase in current assets less current liabilities $ (17,704) $ (14,070)
========== =========
<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 second quarter and first six months of 1996 compared to the
second quarter and first six months of 1995 and changes in financial condition
from July 2, 1995 and December 31, 1995 to June 30, 1996.
Net income for the second quarter of 1996 increased more than 18% from the
second quarter of 1995. The Company reported net income of $9.5 million or $1.03
per share for the second quarter of 1996 compared with net income of $8.1
million or $.87 per share for the same period in 1995. For the first half of
1996, net income was $10.5 million or $1.13 per share compared to net income of
$10.0 million or $1.08 per share for the first half of 1995.
Increased profits in the second quarter and for the first six months of 1996
were driven by increases in both franchise volume and net selling price as well
as favorable trends in costs of certain packaging materials. Cost of sales on a
per unit basis declined due to decreases in the costs of aluminum cans and
sweetener. The Company expects the favorable trend in the cost of cans and
sweetener to continue into the second half of 1996 as well as an expected
reduction in the cost of PET bottles. Additionally, the Company's higher margin
vending and convenience store channels showed improvement in the second quarter
after being adversely impacted during the first quarter of 1996 by inclement
weather conditions.
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 second quarter of 1996 increased by 3% from the second quarter
of 1995. Net franchise sales increased 5% over the same period in 1995 due to a
3% increase in case volume and a 2% increase in net selling price. Net sales for
the first half of 1996 increased by 2% over the same period in 1995. Franchise
selling prices in the second quarter and first half of 1996 increased
approximately 2% and 1% respectively from 1995. Net selling prices in the first
half of 1995 were up 6-7% over comparable 1994 levels.
Contract sales declined by $2.5 million and $9.2 million in the second quarter
and first half of 1996, respectively. Approximately 60% of the reduction in
contract sales reflects lower sales to other Coca-Cola bottlers on which the
Company generates a modest profit margin. The rest of the reduction in contract
sales reflects lower sales to Piedmont Coca-Cola Bottling Partnership which is
purchasing more of its product from South Atlantic Canners, Inc., a Coca-Cola
bottling cooperative. Sales to Piedmont are at the Company's cost.
<PAGE>
The increase in franchise sales volume was primarily in food stores. The
Company's flagship brands, Coca-Cola classic and diet Coke showed solid growth
with increased volume of over 4% in the first half of 1996. Sprite continued to
enjoy significant growth with increased volume of 25% over the first half of
1995. The new proprietary Sprite 20 ounce PET bottle has been introduced
throughout the Company's franchise territory. Mello Yello also had strong growth
in the first half of 1996 with volume up 20% over the same period in 1995.
Gross margin on net franchise sales for the second quarter and first half of
1996 increased by 7.7% and 5.6% respectively, from the same periods in 1995.
For the second quarter of 1996, selling expenses increased 7.5% over the same
quarter in 1995. Selling expenses for the first six months of 1996 increased by
9.5% over the first half of 1995. The increased selling expenses are due
primarily to higher employment costs, increased expenses related to sales
development programs and special marketing costs related to the 1996 Olympic
Games, due to certain Olympic activities being held in the Company's franchise
territory. The increase in sales development funds is related primarily to
growth in food store volume. The higher employment costs are attributable to the
Company's efforts to improve employee retention in certain key market areas of
its franchise territory.
General and administrative expenses in the second quarter increased by 5% from
the second quarter of 1995. General and administrative expenses for the first
six months of 1996 increased by 1% over 1995 first half levels. The increase in
the second quarter of 1996 is more indicative of the overall level of increases
in general and administrative costs for the year due to certain employee benefit
accrual adjustments in the first quarter of 1996 that favorably impacted general
and administrative expenses.
Depreciation expense increased 7% between the second quarter of 1996 and the
second quarter of 1995. Depreciation expense for the first six months of 1996
increased 8.4% over the same period in 1995. The increase in depreciation
expense 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 10.3% in the first half of 1996 from the first half
of 1995. This reduction in interest expense is 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 July 2, 1995 to June 30,
1996. The Company's overall weighted average interest rate decreased from an
average of 7.4% during the first half of 1995 to an average of 7.0 % during the
first half of 1996.
Other expense for the first half of 1996 increased by $1 million over the same
period in 1995. This increase is attributable primarily to losses on the sale of
certain production equipment and the sale of a distribution center.
<PAGE>
Changes in Financial Condition:
Working capital increased $18.8 million from December 31, 1995 and $8.1 million
from July 2, 1995 to June 30, 1996. The increase from December 31, 1995 is
attributable to a seasonal increase in accounts receivable and inventory and a
reduction in certain accrued liabilities. The increase from July 2, 1995 was due
principally to an increase in prepaid expenses, other current assets and a
reduction in accrued interest payable. The Company had sold trade accounts
receivable of $35 million as of June 30, 1996, December 31, 1995 and July 2,
1995 under its arrangement to sell up to $40 million of its trade accounts
receivable.
Capital expenditures in the first half of 1996 were $14.7 million as compared to
$17.6 million in the first half of 1995. Expenditures for 1996 capital additions
are expected to be lower than expenditures for 1995 due to reduced capital
requirements for production equipment.
Long-term debt decreased $14 million from July 2, 1995 and decreased $4.6
million from December 31, 1995. Long-term debt has decreased from July 2, 1995
due to repayments of debt from operating cash flow. 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 for this issuance were used to repurchase $87
million of the Company's Medium-term Notes due between 1997 and 2002 and to
repay other outstanding borrowings. As of June 30, 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 June 30, 1996, the Company had no
amounts outstanding under the revolving credit facility or the commercial paper
program and had approximately $19.4 million outstanding under the informal lines
of credit.
As of June 30, 1996 the debt portfolio had a weighted average interest rate of
approximately 7.0% and approximately 48% of the total portfolio of $415 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 4 - Submission of Matters to a Vote of Security Holders
(a) The Annual Meeting of the Company's shareholders was held on May 15,
1996.
(b) The meeting was held to consider and vote upon (i) fixing the number of
the Company's directors at ten and (ii) electing four directors, each
for a term of three years or until his successor shall be elected and
shall qualify. The votes cast on the question of fixing the number of
directors at ten are summarized as follows:
For Against Abstain Total Votes
32,977,377 2,115 3,898 32,983,390
The votes cast with respect to each director are summarized as follows:
Director Name For Withheld Total Votes
------------- --- -------- -----------
John M. Belk 32,979,802 3,588 32,983,390
Reid M. Henson 32,979,100 4,291 32,983,391
David L. Kennedy, Jr. 32,980,107 3,283 32,983,390
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits
Exhibit
Number Description
27 Financial data schedule for period ended June 30,
1996.
(b) Reports on Form 8-K
1. Current Report on Form 8-K, dated as of May 15,
1996, relating to the Company's authorization to
repurchase up to one million shares of its Common
Stock.
<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: August 2, 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 six months ended June 30, 1996 and is
qualified in its entirety by reference to such financial statements.
</LEGEND>
<MULTIPLIER> 1000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-29-1996
<PERIOD-START> JAN-01-1996
<PERIOD-END> JUN-30-1996
<CASH> 3,593
<SECURITIES> 0
<RECEIVABLES> 18,420
<ALLOWANCES> 432
<INVENTORY> 36,795
<CURRENT-ASSETS> 78,295
<PP&E> 344,675
<DEPRECIATION> 153,947
<TOTAL-ASSETS> 677,012
<CURRENT-LIABILITIES> 69,749
<BONDS> 415,219
0
0
<COMMON> 12,055
<OTHER-SE> 32,752
<TOTAL-LIABILITY-AND-EQUITY> 677,012
<SALES> 385,575
<TOTAL-REVENUES> 385,575
<CGS> 217,894
<TOTAL-COSTS> 217,894
<OTHER-EXPENSES> 132,494
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 15,159
<INCOME-PRETAX> 17,418
<INCOME-TAX> 6,936
<INCOME-CONTINUING> 10,482
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 10,482
<EPS-PRIMARY> 1.13
<EPS-DILUTED> 0
</TABLE>
