11-K: Annual report of employee stock purchase, savings and similar plans
Published on June 28, 2001
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 11-K
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|X| ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 2000
OR
| | TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from _______ to _______
Commission File No. 001-02217
CARIBBEAN REFRESCOS, INC. THRIFT PLAN
(Full title of the plan)
THE COCA-COLA COMPANY
(Name of issuer of the securities held pursuant to the plan)
One Coca-Cola Plaza
Atlanta, Georgia 30313
(Address of the plan and address of issuer's principal executive offices)
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CARIBBEAN REFRESCOS, INC.
THRIFT PLAN
Financial Statements
For the Years Ended December 31, 2000 and 1999
Together With Independent Auditors' Report
CARIBBEAN REFRESCOS, INC. THRIFT PLAN
Financial Statements and Schedules
For the Years Ended December 31, 2000 and 1999
Table of Contents
Page
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Independent Auditors' Report 1
Statements of Net Assets Available for Benefits 2
Statement of Changes in Net Assets Available for Benefits 3
Notes to Financial Statements 4
Supplemental Schedules
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Schedule H, line 4i - Schedule of Assets (Held at End of Year) 9
Schedule H, line 4j - Schedule of Reportable Transactions 10
To the Thrift Plan Committee of
Caribbean Refrescos, Inc.
Caribbean Refrescos, Inc.
Cidra, Puerto Rico
Independent Auditors' Report
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We have audited the accompanying statements of net assets available for benefits
of the Caribbean Refrescos, Inc. Thrift Plan (the "Plan") as of December 31,
2000 and 1999 and the related statement of changes in net assets available for
benefits for the year ended December 31, 2000. These financial statements are
the responsibility of the Plan's management. Our responsibility is to express an
opinion on these financial statements based on our audits.
We conducted our audits in accordance with auditing standards generally accepted
in the United States of America. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement. An audit includes examining, on a
test basis evidence supporting the amounts and disclosures in the financial
statements. An audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating the overall
financial statement presentation. We believe that our audits provide a
reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the net assets available for benefits of the Caribbean
Refrescos, Inc. Thrift Plan as of December 31, 2000 and 1999 and the changes in
net assets available for benefits for the year ended December 31, 2000, in
conformity with accounting principles generally accepted in the United States of
America.
Our audits were performed for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental schedules of assets held
at end of year and reportable transactions are presented for purposes of
additional analysis and are not a required part of the basic financial
statements but are supplemental information required by the Department of
Labor's Rules and Regulations for Reporting and Disclosure under the Employee
Retirement Income Security Act of 1974. These supplemental schedules are the
responsibility of the Plan's management. The supplemental schedules have been
subjected to the auditing procedures applied in the audit of the basic financial
statements and, in our opinion, are fairly stated in all material respects in
relation to the basic financial statements taken as a whole.
/s/ BANKS, FINLEY, WHITE & CO.
June 22, 2001
1
CARIBBEAN REFRESCOS, INC. THRIFT PLAN
Statements of Net Assets Available for Benefits
December 31, 2000 and 1999
2000 1999
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ASSETS
Cash $ - $ 101,409
Investments (Note 3) 32,425,089 33,405,135
Contributions receivable:
Employer 25,608 5,223
Participants 73,759 16,577
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Total contributions receivable 99,367 21,800
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Total assets 32,524,456 33,528,344
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LIABILITIES
Due to broker for securities purchased - 97,936
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NET ASSETS AVAILABLE FOR BENEFITS $ 32,524,456 $ 33,430,408
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The accompanying notes are an integral part of the financial statements.
2
CARIBBEAN REFRESCOS, INC. THRIFT PLAN
Statement of Changes in Net Assets Available for Benefits
For the Year Ended December 31, 2000
ADDITIONS TO NET ASSETS ATTRIBUTED TO:
Investment income:
Dividend income $ 329,784
Interest income 144,522
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Total investment income 474,306
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Net appreciation in fair value of
investments (Note 3) 1,034,062
Contributions:
Employer 543,169
Participants 1,495,078
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Total contributions 2,038,247
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Total additions 3,546,615
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DEDUCTIONS FROM NET ASSETS ATTRIBUTED TO:
Distributions to Participants 4,445,269
Administrative expenses 7,298
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Total deductions 4,452,567
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Net decrease in net assets available for benefits (905,952)
Net assets available for benefits, beginning of year 33,430,408
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NETS ASSETS AVAILABLE
FOR BENEFITS, END OF YEAR $ 32,524,456
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The accompanying notes are an integral part of the financial statements.
3
CARIBBEAN REFRESCOS, INC. THRIFT PLAN
Notes to Financial Statements
December 31, 2000 and 1999
NOTE 1 - DESCRIPTION OF PLAN
The Caribbean Refrescos, Inc. Thrift Plan (the "Plan") is a defined contribution
pension plan covering a majority of the employees of Caribbean Refrescos, Inc.
(the "Company"), a wholly-owned subsidiary of The Coca-Cola Company. The
election to contribute to the Plan by employees ("Participants") is voluntary.
Participant contributions are in the form of payroll deductions with the Company
currently contributing an amount equal to 100% of the first 3% of compensation
contributed by a Participant subject to certain limitations specified by the
Employee Retirement Income Security Act of 1974 (ERISA) and the Puerto Rico
Income Tax Act of 1954, as amended.
Eligible employees can participate in the Plan after reaching age 18 and
completing three months of service. Participants may contribute to the Plan with
"Before Tax" dollars or "After Tax" dollars. "Before Tax" contributions are not
subject to current federal income taxes. Participants may contribute up to 13%
(10% on a "Before Tax" basis) of their annual compensation to the Plan. For
2000, the maximum "Before Tax" annual contribution amount was $8,000.
Participants may borrow, subject to certain limitations, from their account
balances. These loans may be taken from both "Before Tax" and "After Tax"
account balances.
All contributions are paid to a trustee and are invested as directed by
Participants and the Company. Participants may direct their contributions into
any of the following investment funds:
COMPANY STOCK FUND - Common stock of The Coca-Cola Company with some
moderate cash and/or cash equivalent holdings for liquidity purposes.
INVESCO CASH RESERVES FUND - A mutual fund investing primarily in money
market instruments that blend superior quality commercial paper with
the safest, high-quality government debt obligations available.
INVESCO BALANCED FUND - A mutual fund investing in a combination of
common stocks (normally 50% to 70% of the fund's total assets) and
investment grade fixed-income securities (normally 25% or more).
INVESCO SELECT INCOME FUND - A mutual fund investing primarily in bonds
and marketable debt securities of established companies. The fund may
also invest in securities issued by the U.S. government or its
agencies, bank Certificates of Deposit, and municipal obligations.
4
Notes to Financial Statements, Continued
NOTE 1 - DESCRIPTION OF PLAN, CONTINUED
INVESCO DYNAMICS FUND - A mutual fund investing primarily in common
stocks of rapidly growing mid-sized companies.
AIM BLUE CHIP FUND - A mutual fund investing in stocks of large
companies that are considered to be market leaders in their respective
sectors.
AIM GLOBAL GROWTH FUND - A mutual fund investing in stocks of
large well-established companies in the United States and abroad that
show strong earnings momentum.
All Company contributions are invested in common stock of The Coca-Cola Company
and are immediately vested to the Participants.
ADMINISTRATION
The Plan is administered by the Thrift Plan Committee of Caribbean Refrescos,
Inc. (the "Committee") which, as administrator, has complete control of and sole
discretion over the administration of the Plan. Certain administrative expenses
of the Plan were paid by the Company. Administrative expenses paid by the Plan
during 2000 were $7,298.
VALUATION OF PARTICIPANT ACCOUNTS
Participants account balances are valued based upon the number of units of each
investment fund owned by the Participants. Units are revalued on a daily basis
to reflect earnings and other transactions. Participant account balances are
updated on a daily basis to reflect transactions affecting account balances.
PLAN TERMINATION
The Company expects the Plan to be continued indefinitely but reserves the right
to terminate the Plan or to discontinue its contributions to the Plan at any
time, by written document approved by the Committee. In the event of
termination, the Committee may either:
(a) continue the trust for as long as it considers advisable, or
(b) terminate the trust, pay all expenses from the trust fund, and
direct the payment of Participant account balances, either in
the form of lump-sum distributions, installment payments, or
any other form selected by the Committee.
Additional information about the Plan is available from the Company's Human
Resources Department.
5
Notes to Financial Statements, Continued
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
BASIS OF ACCOUNTING
The financial statements of the Plan are maintained on an accrual basis.
USE OF ESTIMATES
The preparation of financial statements in conformity with generally accepted
accounting principles requires Plan management to make estimates and assumptions
that affect certain reported amounts and disclosures. Accordingly, actual
results may differ from those estimates.
VALUATION OF INVESTMENTS
All investments are stated at fair value. The investments in common stock of The
Coca-Cola Company and the mutual funds are determined at the quoted prices in
active markets at the last reported sales price on the last business day of the
Plan year. Participant loans are valued based upon remaining unpaid principal
plus any accrued but unpaid interest.
RECLASSIFICATIONS
Certain reclassifications have been made for the prior year to conform to the
current year presentation.
NOTE 3 - INVESTMENTS
During 2000, the Plan's investments (including gains and losses on investments
bought and sold, as well as held during the year) appreciated (depreciated) in
fair value (as determined by quoted market price) by $1,034,062 as follows:
Common stock of The Coca-Cola Company $ 1,260,959
Mutual funds (226,897)
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$ 1,034,062
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The fair value of individual investments that represent 5% or more of the
Plan's net assets at December 31 is as follows:
2000 1999
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Common stock of The Coca-Cola Company $ 28,077,563* $ 29,154,358*
* Includes both participant and nonparticipant-directed investments.
6
Notes to Financial Statements, Continued
NOTE 4 - NONPARTICIPANT-DIRECTED INVESTMENTS
The Plan's investment in the Company Stock Fund contains both participant and
nonparticipant-directed components. A breakdown between these components is not
available, so in accordance with American Institute of Certified Public
Accountants (AICPA) Statement of Position (SOP) 99-3, the entire investment in
the Company Stock Fund is deemed to be nonparticipant-directed. Information
about the net assets and the significant components of the changes in net assets
relating to the nonparticipant-directed investments is as follows:
December 31, December 31,
2000 1999
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Net assets, at fair value:
Company Stock Fund $ 28,608,981 $ 29,840,297
Year ended
December 31, 2000
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Changes in net assets:
Contributions $ 1,569,222
Dividends 329,784
Net appreciation 1,260,959
Loan activity, net 176,088
Distributions to Participants (3,912,397)
Administrative expenses (5,963)
Net transfers to other investment funds (649,009)
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Net decrease in net assets ($ 1,231,316)
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NOTE 5 - TRANSACTIONS WITH PARTY-IN-INTEREST
During 2000, the Plan purchased 18,323 shares of common stock of The Coca-Cola
Company with a fair market value of $919,079. During 2000, the Plan sold 58,067
shares of common stock of The Coca-Cola Company for proceeds of $3,257,693,
resulting in a gain of $1,918,455. Dividends earned by the Plan on common stock
of The Coca-Cola Company during 2000 were $329,784. As of December 31, 2000 and
1999, the Plan held 460,760 and 500,504 shares of common stock of The Coca-Cola
Company with a fair market value of $28,077,563 and $29,154,358, respectively.
7
Notes to Financial Statements, Continued
NOTE 6 - INCOME TAX STATUS
The Plan qualifies under Section 401(a) of the Internal Revenue Code of 1986
("IRC") and Section 165(a) and (e) of the Puerto Rico Income Tax Act of 1954, as
amended, and is, therefore, not subject to tax under present income tax laws.
Once qualified, the Plan is required to operate in conformity with the IRC to
maintain its qualification. The Plan obtained its latest determination letter in
January, 1990, in which the Internal Revenue Service stated that the Plan, as
then designed, was in compliance with the applicable requirements of the IRC.
The Plan has been amended since receiving the determination letter. However, the
Caribbean Refrescos, Inc. Thrift Plan Committee and the Company's tax counsel
believe that the Plan is currently designed and being operated in material
compliance with the applicable requirements of the IRC.
8
CARIBBEAN REFRESCOS, INC. THRIFT PLAN
Schedule H, line 4i - Schedule of Assets (Held at End of Year)
December 31, 2000
9
CARIBBEAN REFRESCOS, INC. THRIFT PLAN
Schedule H, line 4j - Schedule of Reportable Transactions
For the Year Ended December 31, 2000
10
SIGNATURES
The Plan. Pursuant to the requirements of the Securities Exchange Act
of 1934, the Caribbean Refrescos, Inc. Thrift Plan Committee has duly caused
this annual report to be signed on its behalf by the undersigned hereunto duly
authorized.
CARIBBEAN REFRESCOS, INC. THRIFT PLAN
(Name of Plan)
By: /s/ Lesbia Blanco
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LESBIA BLANCO
Member, Caribbean Refrescos, Inc.
Thrift Plan Committee
Date: June 27, 2001
EXHIBIT INDEX
Exhibit No. Description
23 Consent of Independent Auditors