<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K/A
(Mark One)
[ X ] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 1996
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OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from ____________________ to _____________________
Commission file number 33-69274
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THE COCA-COLA BOTTLING GROUP (SOUTHWEST), INC.
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(Exact name of registrant as specified in its charter)
Nevada 75-1494591
- --------------------------------- -------------------------
(State or other jurisdiction (I.R.S. Employer
of incorporation or organization) Identification No.)
1999 Bryan Street, Suite 3300, Dallas, Texas 75201
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (214) 969-1910
Securities registered pursuant to Section 12(b) of the Act: None
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Securities registered pursuant to Section 12(g) of the Act:
9% Senior Subordinated Notes
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Due 2003
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(Title of class)
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 by check mark if disclosure of delinquent filers pursuant to
Item 405 of Regulation S-K is not contained herein, and will not be
contained, to the best of registrant's knowledge, in definitive proxy or
information statements incorporated by reference in Part III of this Form
10-K or any amendment to this Form 10-K. /X/
The aggregate market value of the voting stock held by non-affiliates of
the registrant, as of March 1, 1997 was $0.00.
As of March 1, 1997, 100,000 shares of the Company's Common Stock, par
value $.10 per share, were outstanding.
DOCUMENTS INCORPORATED BY REFERENCE:
None
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SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) 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.
The Coca-Cola Bottling Group (Southwest), Inc.
(Registrant)
By:/s/ Charles F. Stephenson
---------------------------------
Charles F. Stephenson,
President
Date: May 8, 1997
Pursuant to the requirements of the Securities Exchange Act of 1934, this
report has been signed below by the following persons on behalf of the
Registrant and in the capacities and on the dates indicated.
Signature Title Date
- --------- ----- ----
/s/ Edmund M. Hoffman Co-Chairman and Director May 8, 1997
- ----------------------------- (Principal Executive Officer)
Edmund M. Hoffman
/s/ Robert K. Hoffman Co-Chairman and Director May 8, 1997
- -----------------------------
Robert K. Hoffman
/s/ Charles F. Stephenson President (Principal Financial May 8, 1997
- ----------------------------- and Accounting Officer)
Charles F. Stephenson
35
<PAGE>
10.41 Form of Term Note issued by the Company pursuant to the
Company Loan Agreement.(6)
10.42 Form of Revolving Note issued by the Company pursuant to
the Company Loan Agreement.(6)
10.43 Contribution Agreement, dated as of April 4, 1995,
executed by Parent, the Company, Southwest Coke, Alva
Coca-Cola Bottling Co., Inc., Woodward Coca-Cola Bottling
Company, Market Communications Counselors, Inc. and The
Dani Group, Inc.(6)
10.44 Loan Agreement ($115,000,000 Term Loan Facility and
$25,000,000 Revolving Loan Facility) (the "TBG Loan
Agreement"), dated as of April 4, 1995, among TBG, TCB, as
Agent and a Lender, First Bank, as Agent and a Lender, and
the other financial institutions who are parties to the
TBG Loan Agreement.(6)
10.45 Interest Rate Agreement, dated as of April 4, 1995, by and
among TBG, certain financial institutions a party thereto,
First Bank, as Collateral Agent, and TCB, as Agent.(6)
10.46 Notice of Entire Agreement, dated as of April 4, 1995,
executed by TBG, San Antonio Coke and TCB, as Agent.(6)
10.47 Security Agreement, dated as of April 4, 1995, by and
among TBG, First Bank, as Collateral Agent, TCB, as Agent,
and the financial institutions who are parties to the TBG
Loan Agreement.(6)
10.48 Form of Term Note issued by TBG pursuant to the TBG Loan
Agreement.(6)
10.49 Form of Revolving Note issued by TBG pursuant to the TBG
Loan Agreement.(6)
10.50 Contribution Agreement, dated as of April 4, 1995,
executed by the Company and San Antonio Coke.(6)
10.51 Consent letter dated May 1, 1996 providing for adjustments
to the Loan Agreement dated April 4, 1995, executed by and
among The Coca-Cola Bottling Group (Southwest), Inc.,
Texas Commerce Bank National Association, as Agent, First
Bank National Association, as Collateral Agent, and
certain other financial institutions therein listed.(7)
21.1 Subsidiaries of the Company.(8)
27 Financial Data Schedule
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(7) Incorporated by reference to the Company's Quarterly Report on Form 10-Q
for the quarter ended June 30, 1996.
(8) Incorporated by reference to the Company's Annual Report on Form 10-K for
the year ended December 31, 1994.
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<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-START> JAN-01-1996
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