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
THE COCA-COLA COMPANY THRIFT & INVESTMENT 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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THE COCA-COLA COMPANY
THRIFT & INVESTMENT PLAN
Financial Statements
For the Years Ended December 31, 2000 and 1999
Together with Independent Auditors' Report
THE COCA-COLA COMPANY THRIFT & INVESTMENT 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) 10
Schedule H, line 4j - Schedule of Reportable Transactions 12
To the Corporate Retirement Plan
Administrative Committee of
The Coca-Cola Company
The Coca-Cola Company
Atlanta, Georgia
Independent Auditors' Report
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We have audited the accompanying statements of net assets available for benefits
of The Coca-Cola Company Thrift & Investment 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 Coca-Cola
Company Thrift & Investment 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
THE COCA-COLA COMPANY THRIFT & INVESTMENT PLAN
Statements of Net Assets Available for Benefits
December 31, 2000 and 1999
2000 1999
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ASSETS
Cash $ - $ 346,847
Investments (Note 3) 1,924,109,881 2,148,700,812
Due from brokers for securities sold - 100,094
Accrued interest receivable 76,740 51,565
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Total assets 1,924,186,621 2,149,199,318
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LIABILITIES
Due to brokers for securities purchased - 219,799
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NET ASSETS AVAILABLE FOR BENEFITS $ 1,924,186,621 $ 2,148,979,519
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The accompanying notes are an integral part of the financial statements.
2
THE COCA-COLA COMPANY THRIFT & INVESTMENT 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 $ 19,317,905
Interest income 8,455,779
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Total investment income 27,773,684
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Net appreciation in fair value of
investments (Note 3) 45,787,390
Contributions:
Employer 18,955,389
Participants 54,980,052
Rollovers from other qualified plans 2,257,417
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Total contributions 76,192,858
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Total additions 149,753,932
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DEDUCTIONS FROM NET ASSETS ATTRIBUTED TO:
Distributions to Participants 374,546,830
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Net decrease in net assets available for benefits (224,792,898)
Net assets available for benefits, beginning of year 2,148,979,519
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NET ASSETS AVAILABLE
FOR BENEFITS, END OF YEAR $ 1,924,186,621
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The accompanying notes are an integral part of the financial statements.
3
THE COCA-COLA COMPANY THRIFT & INVESTMENT PLAN
Notes to Financial Statements
December 31, 2000 and 1999
NOTE 1 - DESCRIPTION OF PLAN
The Coca-Cola Company Thrift & Investment Plan (the "Plan") is a defined
contribution pension plan covering a majority of the domestic employees of The
Coca-Cola Company and its participating subsidiaries (the "Company"), with the
exception of employees represented by bargaining units which have not negotiated
coverage and others listed in the Plan document.
Eligible employees can participate in the Plan after completing three months of
service. 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
imposed by the Internal Revenue Code.
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 but are subject to Federal Insurance Contributions Act (FICA) taxes.
"Before Tax" and "After Tax" contributions are limited in total to 15% of
compensation. For 2000, the maximum "Before Tax" annual contribution amount was
$10,500.
Participants may borrow from their account balance subject to certain
limitations. Participant loans may be taken from a combination of "Before Tax",
"After Tax" and rollover 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.
STABLE VALUE FUND - High quality fixed income securities (primarily
traditional and synthetic Guaranteed Investment Contracts) with short to
intermediate term maturities.
S&P 500 STOCK FUND - Diversified portfolio of stocks listed on the
Standard & Poor's 500 Composite Stock Price Index.
LIFEPATH FUNDS - Five funds maintaining a diversified portfolio of
common stocks and bonds. Each fund is designed to maintain a level of
risk appropriate to its target date.
4
Notes to Financial Statements, Continued
NOTE 1 - DESCRIPTION OF PLAN, CONTINUED
All Company contributions are invested in the Company Stock Fund and are
immediately vested to the Participants.
Participants are allowed to roll over account balances from other qualified
plans or Individual Retirement Accounts into the Plan. Upon retirement,
termination or disability, Participants may choose to receive payment from the
Plan in a lump sum distribution, installments or in partial payments (a portion
paid in a lump sum, and the remainder paid later).
ADMINISTRATION
The Plan is administered by the Corporate Retirement Plan Administrative
Committee of The Coca-Cola Company (the "Committee") which, as administrator,
has complete control of and sole discretion over the administration of the Plan.
All administrative expenses of the Plan were paid by the Company during 2000.
PARTICIPANT LOANS
The following applies to Participant loans:
(a) The maximum amount that a Participant may borrow is the lesser of 50%
of their account balance or $50,000. The $50,000 maximum is reduced by
the Participant's highest outstanding loan balance on any loans during
the preceding 12 months.
(b) The minimum loan amount is $1,000.
(c) The loan interest rate is the prime rate as published in the Wall Street
Journal at the inception of the loan.
(d) The loan repayment period is limited to 60 months for a general purpose
loan and 180 months for a loan used to purchase or build a principal
residence.
5
Notes to Financial Statements, Continued
NOTE 1 - DESCRIPTION OF PLAN, CONTINUED
VALUATION OF PARTICIPANT ACCOUNTS
Participant 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 accounts 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 approval from 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 Employee
Benefits Department.
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.
6
Notes to Financial Statements, Continued
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, CONTINUED
VALUATION OF INVESTMENTS
Investments are stated at fair value. The investments in common stock of The
Coca-Cola Company and the LifePath Funds are determined at quoted prices in
active markets at the last reported sales price on the last business day of the
Plan year. The fair value of investments in the S&P 500 Stock Fund is based upon
the redemption value of each unit on the last business day of the Plan year.
Participant loans are valued based upon remaining unpaid principal balance plus
any accrued but unpaid interest.
The Guaranteed Investment Contracts within the Stable Value Fund are reported at
contract value, which is equivalent to fair value. Contract value represents
contributions made under the contracts, plus earnings, less withdrawals and
administrative expenses. These investment contracts are fully-benefit
responsive, which means Participants may ordinarily direct the withdrawal or
transfer of all or a portion of their investment at contract value. There are no
reserves against contract value for credit risk of the contract issuer or
otherwise. The weighted-average yield and crediting interest rates for the
contracts were both approximately 6.35% for 2000 and 6.32% for 1999.
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 $45,787,390 as follows:
Common stock of The Coca-Cola Company $ 60,466,677
Common/collective trust funds (14,679,287)
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$ 45,787,390
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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 $ 1,567,657,645* $ 1,781,499,535*
* Includes both participant and nonparticipant-directed investments.
7
Notes to Financial Statements, Continued
NOTE 4 - NONPARTICIPANT-DIRECTED INVESTMENTS
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:
Common stock of The Coca-Cola
Company $ 753,372,896 $ 890,516,512
Year ended
December 31, 2000
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Changes in net assets:
Contributions $ 18,955,389
Dividends 9,750,564
Net appreciation 31,595,528
Distributions to Participants (175,701,551)
Transfers to other investment funds (21,743,546)
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Net decrease in net assets ($ 137,143,616)
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NOTE 5 - TRANSACTIONS WITH PARTY-IN-INTEREST
During 2000, the Plan purchased 2,436,275 shares of common stock of The
Coca-Cola Company, in market and intra-Plan transactions, with a fair market
value of $132,248,631. During 2000, the Plan sold 7,294,083 shares of common
stock of The Coca-Cola Company for proceeds of $406,549,569, resulting in a
gain of $258,506,067. During 2000, dividends earned by the Plan on shares of
common stock of The Coca-Cola Company were $19,317,905. As of December 31, 2000
and 1999, the Plan held 25,725,875 and 30,583,683 shares of common stock of The
Coca-Cola Company with a fair market value of $1,567,657,645 and $1,781,499,535,
respectively.
The Plan's Stable Value Fund is managed by Merrill Lynch Asset Management.
Merrill Lynch Trust Company is the Trustee as defined by the Plan and,
therefore, the transactions in the Stable Value Fund qualify as
party-in-interest.
8
Notes to Financial Statements, Continued
NOTE 6 - INCOME TAX STATUS
The Internal Revenue Service has ruled that the Plan qualifies under Section
401(a) of the Internal Revenue Code of 1986 (the "IRC") 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 on March 17, 1999, 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 Plan
administrator and the Plan's tax counsel believe that the Plan is currently
designed and being operated in compliance with the applicable requirements of
the IRC.
9
THE COCA-COLA COMPANY THRIFT & INVESTMENT PLAN
Schedule H, line 4i - Schedule of Assets (Held at End of Year)
December 31, 2000
10
THE COCA-COLA COMPANY THRIFT & INVESTMENT PLAN
Schedule of Assets (Held at End of Year)
December 31, 2000
11
THE COCA-COLA COMPANY THRIFT & INVESTMENT PLAN
Schedule H, line 4j - Schedule of Reportable Transactions
For the Year Ended December 31, 2000
12
SIGNATURES
The Plan. Pursuant to the requirements of the Securities Exchange Act
of 1934, The Coca-Cola Company Corporate Retirement Plan Administrative
Committee has duly caused this annual report to be signed on its behalf by the
undersigned hereunto duly authorized.
THE COCA-COLA COMPANY
THRIFT & INVESTMENT PLAN
(Name of Plan)
By: /s/ Barbara S. Gilbreath
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Barbara S. Gilbreath
Chairman, The Coca-Cola Company Corporate
Retirement Plan Administrative Committee
Date: June 27, 2001
EXHIBIT INDEX
Exhibit No. Description
23 Consent of Independent Auditors