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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): August 7, 1997
COCA-COLA ENTERPRISES INC.
(Exact name of registrant as specified in its charter)
Delaware 01-09300 58-0503352
(State of (Commission File No.) (IRS Employer
Incorporation) Identification No.)
2500 Windy Ridge Parkway, Atlanta, Georgia 30339
(Address of principal executive offices, including zip code)
(770) 989-3000
(Registrant's telephone number, including area code)
Page 1 of 7 pages
Exhibit Index page 4
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Item 5. Other Events
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On August 7, 1997, the Company announced the completion of
acquisition of The Coca-Cola Company's ownership interests in
The Coca-Cola Bottling Company of New York, Inc. and Coca-Cola
Beverages Ltd.
The Company also reported the anticipated benefit from a tax
decrease in Great Britain and increased noncash expenses related
to certain performance-based stock compensation plans.
Item 7. Financial Statements and Exhibits
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(c) Exhibits.
99 Press Release of Coca-Cola Enterprises
issued August 7, 1997.
Page 2 of 7 pages
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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 ENTERPRISES INC.
(Registrant)
S/ JOHN R. ALM
Date: August 8, 1997 By:______________________________
John R. Alm
Senior Vice President and
Chief Financial Officer
Page 3 of 7 pages
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COCA-COLA ENTERPRISES INC.
EXHIBIT INDEX
Exhibit No. Page
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99 Press release issued August 7, 1997 5
Page 4 of 7 pages
PAGE
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EXHIBIT 99
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COCA-COLA ENTERPRISES INC.
PRESS RELEASE
CONTACT: Laura Asman - Media Relations
(770) 989-3023
Margaret Carton - Investor Relations
(770) 989-3622
FOR IMMEDIATE RELEASE
COCA-COLA ENTERPRISES INC. COMPLETES
ACQUISITION OF THE COCA-COLA COMPANY'S
INTEREST IN COKE CANADA AND COKE NEW YORK
AND REPORTS THIRD-QUARTER 1997 GREAT BRITAIN
TAX BENEFIT AND INCREASE IN NONCASH
STOCK-COMPENSATION EXPENSES
ATLANTA, August 7, 1997 -- Coca-Cola Enterprises today completed
the acquisition of The Coca-Cola Company's 49 percent interest in The
Coca-Cola Bottling Company of New York, Inc. (Coke New York) and The
Coca-Cola Company's 48 percent interest in Coca-Cola Beverages Ltd.
(Coke Canada). Coca-Cola Enterprises paid The Coca-Cola Company
Canadian $17 per share (approximately United States $12 3/8 per share
at current exchange rates) for the 19.6 million shares The Coca-Cola
Company held in Coke Canada.
As previously disclosed, Coca-Cola Enterprises has an existing 4
percent interest in Coke New York and intends to seek to acquire the
remaining 47 percent of Coke New York currently held by private
investors. Coca-Cola Enterprises recently announced that the Company
revised its offer for the 52 percent public ownership in Coke Canada
to a price of Canadian $22 per share in cash (approximately United
States $15 7/8 per share based on current exchange rates). The
Company's Affiliated Transaction Committee of the Board of Directors
has reviewed and approved the revised offer. The tender offer is
expected to be mailed to the Coke Canada public share owners the week
of August 11.
Coca-Cola Enterprises continues to believe the remaining aspects
of the transaction can be completed by the end of the third quarter
of 1997. The total transaction value (purchase price and acquired
debt and preferred stock) for all of Coke Canada and Coke New York is
expected to be approximately $1.69 billion based on the revised offer
price for the Coke Canada shares, the expected cost of Coke New
York's minority shares, and current exchange rates.
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As previously disclosed, this transaction will be dilutive to
earnings for the portion of 1997 that the Company will own the Coke
Canada and Coke New York operations by approximately 5 cents per
common share. Based on the timing of the closing of The Coca-Cola
Company transaction and the expected timing of the tender offer for
the public shares of Coke Canada, the Company expects that the
transaction will dilute third-quarter 1997 earnings by approximately
2 cents and fourth-quarter 1997 results by approximately 3 cents.
Coca-Cola Enterprises continues to expect that the acquisition will
be dilutive to 1998 results by slightly more than 5 cents per common
share.
Coca-Cola Beverages Ltd. operates in all 10 Canadian provinces,
covers a population of 27 million people, and represents 95 percent
of The Coca-Cola Company's unit case volume in Canada. The Coca-Cola
Bottling Company of New York, Inc. operates in the New York
metropolitan area, certain other areas in the state of New York, and
in parts of Connecticut, Massachusetts, New Hampshire, New Jersey,
and Vermont, covering a population of 24 million people.
In a separate matter, Coca-Cola Enterprises reported that, under
the Finance (No. 2) Act 1997, the British government has decreased
the corporate tax rate from 33 percent to 31 percent. The tax rate
change has an effective date of April 1, 1997, and will result in a
third-quarter 1997 tax benefit of approximately $58 million (15 cents
per share). The tax benefit primarily results from the revaluation
of the deferred taxes associated with the Company's Great Britain
operations at the lower tax rate.
Coca-Cola Enterprises also reported that noncash selling,
delivery, and administrative expenses related to certain performance-
based stock compensation plans are expected to be higher than the
Company's original projections for the third quarter of 1997. The
Company's stock price has increased by more than 90 percent since the
beginning of 1997 and by approximately 35 percent in the month of
July. Primarily due to the increase in market value as well as the
Company's outlook for 1997 full-year results and future plan
vestings, Coca-Cola Enterprises is accelerating certain performance-
based stock compensation expenses from future periods into the third
quarter of 1997. As a result, the Company now expects third-quarter
1997 amortization expense to exceed current expectations by
approximately $35 million, or approximately 5 cents per share after
tax.
Since the incremental costs associated with these performance-
based stock compensation plans are noncash amortization expenses,
there is no impact on cash operating profit (earnings before
interest, taxes, depreciation, amortization, and other nonoperating
expenses), cash flow, or amortization adjusted earnings per share.
The Company believes these performance-based stock compensation plans
are effective tools for maximizing results since the plans increase
employee ownership in Coca-Cola Enterprises and align management
compensation with share-owner value.
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Included in this news release are several forward-looking
management comments and other statements which reflect management's
current outlook for 1997. As always, these expectations are based on
currently available competitive, financial, and economic data along
with the Company's operating plans, and are subject to future events
and uncertainties. Among the events or uncertainties which could
adversely affect 1997 results are lower than expected net pricing
resulting from marketplace competition, an inability to meet
performance requirements for expected levels of marketing support
payments from the Company's franchise companies, material changes
from expectations in the cost of raw materials and ingredients, an
inability to achieve the expected timing for returns on cold drink
equipment expenditures and acquisitions, and unfavorable interest
rate and currency fluctuations. The forward-looking statements in
this news release should be read in conjunction with the detailed
cautionary statements found on page 27 of the Company's 1996 Annual
Report.
Coca-Cola Enterprises Inc. (NYSE: CCE) is the world's largest
marketer, distributor, and producer of bottled and canned liquid
nonalcoholic refreshment. Coca-Cola Enterprises is the sole licensed
bottler for products of The Coca-Cola Company in Belgium, Great
Britain, the Netherlands, and most of France. The Company also
distributes more than 58 percent of The Coca-Cola Company's United
States bottle and can volume. The Company also has a pending
transaction to acquire the Coca-Cola bottling operations in
Luxembourg.
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