10-Q: Quarterly report pursuant to Section 13 or 15(d)
Published on August 10, 1994
FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarter ended June 30, 1994
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 No. 1-2217
The Coca-Cola Company
(Exact name of Registrant as specified in its Charter)
Delaware 58-0628465
(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification No.)
One Coca-Cola Plaza, N.W. 30313
Atlanta, Georgia (Zip Code)
(Address of principal executive offices)
Registrant's telephone number, including area code (404) 676-2121
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 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
Registrant's classes of Common Stock as of the latest practicable
date.
Class of Common Stock Outstanding at July 29, 1994
--------------------- -----------------------
$.25 Par Value 1,289,719,361 Shares
THE COCA-COLA COMPANY AND SUBSIDIARIES
INDEX
Part I. Financial Information
Item 1. Financial Statements (Unaudited) Page Number
Condensed Consolidated Balance Sheets
June 30, 1994 and December 31, 1993 3
Condensed Consolidated Statements of Income
Three and six months ended June 30, 1994 and 1993 5
Condensed Consolidated Statements of Cash Flows
Six months ended June 30, 1994 and 1993 6
Notes to Condensed Consolidated Financial Statements 7
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations 11
Part II. Other Information
Item 6. Exhibits and Reports on Form 8-K 15
Part I. Financial Information
Item 1. Financial Statements (Unaudited)
THE COCA-COLA COMPANY AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(UNAUDITED)
(In millions except share data)
ASSETS
THE COCA-COLA COMPANY AND SUBSIDIARIES
LIABILITIES AND SHARE-OWNERS' EQUITY
THE COCA-COLA COMPANY AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(UNAUDITED)
(In millions except per share data)
THE COCA-COLA COMPANY AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
(In millions)
THE COCA-COLA COMPANY AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
NOTE A - BASIS OF PRESENTATION
The accompanying unaudited condensed consolidated financial statements have
been prepared in accordance with generally accepted accounting principles for
interim financial information and with the instructions to Form 10-Q and Rule
10-01 of Regulation S-X. They do not include all information and notes
required by generally accepted accounting principles for complete financial
statements. However, except as disclosed herein, there has been no material
change in the information disclosed in the notes to consolidated financial
statements included in the Annual Report on Form 10-K of The Coca-Cola Company
(the Company) for the year ended December 31, 1993. In the opinion of
Management, all adjustments (consisting of normal recurring accruals)
considered necessary for a fair presentation have been included. Operating
results for the six month period ended June 30, 1994, are not necessarily
indicative of the results that may be expected for the year ending December 31,
1994.
The Company adopted Statement of Financial Accounting Standards No. 115,
Accounting for Certain Investments in Debt and Equity Securities (SFAS 115) as
of January 1, 1994. The Company recorded an increase to share-owners' equity
of $60 million from the adoption of SFAS 115.
The Company filed a Form 8-K on January 27, 1994, restating the 1993
quarterly reports for the adoption of Statement of Financial Accounting
Standards No. 112, Employers' Accounting for Postemployment Benefits (SFAS 112)
as of January 1, 1993. Results for the first quarter of 1993 were restated to
include the recognition of a one-time, noncash, after-tax charge of $12 million
which is net of income tax benefits of $8 million. The transition effect
charge consists primarily of health benefits for surviving spouses and disabled
employees. The adoption impact of SFAS 112 on the Company's bottling investees
accounted for by the equity method was immaterial and, therefore, was not
included in the transition effect charge. Net income per share for the first
quarter of 1993 was reduced by $0.01 for the adoption of SFAS 112.
Certain amounts in the 1993 condensed consolidated financial statements have
been reclassified to conform to the current year presentation.
NOTE B - SEASONAL NATURE OF BUSINESS
Unit sales of the Company's soft drink products are generally greater in the
second and third quarters due to seasonal factors.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
NOTE C - INVENTORIES
Inventories consist of the following (in millions):
NOTE D - SUMMARIZED INCOME STATEMENT DATA OF COCA-COLA ENTERPRISES INC.
At June 30, 1994 and 1993, the Company owned approximately 43 percent of the
outstanding common stock of Coca-Cola Enterprises Inc. (Coca-Cola Enterprises)
and, accordingly, accounted for its related investment therein under the equity
method of accounting. Coca-Cola Enterprises meets the definition of a
significant equity investee as defined by Rule 3-09 of Regulation S-X.
Summarized income statement data for Coca-Cola Enterprises is as follows (in
millions):
NOTE E - SHARE REPURCHASE PROGRAM
Under its share repurchase program, the Company purchased approximately 6
million shares of its common stock in the second quarter and approximately 10
million shares for the six months ended June 30, 1994.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
NOTE F - FINANCIAL INSTRUMENTS
As discussed in Note A, the Company adopted SFAS 115 at January 1, 1994,
changing the method of accounting for certain debt and marketable equity
security investments from a historical cost basis to a fair value approach.
Under SFAS 115, investments in debt and marketable equity securities, other
than investments accounted for by the equity method, are categorized as either
trading securities, securities available-for-sale or securities held-to-
maturity. At January 1, 1994, the Company had no trading securities.
Securities categorized as available-for-sale are stated at fair value, with
unrealized gains and losses, net of deferred taxes, reported in share-owners'
equity. Debt securities categorized as held-to-maturity are stated at
amortized cost. Available-for-sale and held-to-maturity securities, at January
1, 1994, consisted of the following (in millions):
These investments were included in the following captions on the condensed
consolidated balance sheet (in millions):
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
The contractual maturities of these investments as of January 1, 1994, were
as follows (in millions):
Available-for-Sale Securities Held-to-Maturity Securities
----------------------------- ---------------------------
Amortized Fair Amortized Fair
Cost Value Cost Value
----- ----- ----- -----
1994 $ 34 $ 34 $ 786 $ 786
1995 - 1998 2 2 326 323
After 1998 -- -- 20 20
---- ---- ------ ------
36 36 1,132 1,129
Collateralized
mortgage
obligations 105 106 -- --
Equity securities 43 146 -- --
---- ---- ------ ------
Total $184 $288 $1,132 $1,129
==== ==== ====== ======
NOTE G - CONTINGENCIES
In March 1994, the Tokyo Regional Taxation Bureau in Japan issued an
assessment alleging that royalties paid by a wholly-owned subsidiary of the
Company were in excess of an arm's length price during fiscal years 1990, 1991
and 1992. The Company strongly disagrees with the assessment. This matter is
being reviewed by the United States and Japanese tax authorities under the
treaty signed by the two nations to prevent double taxation. If upheld, the
assessment would require the Company to pay additional taxes in Japan. The
Company has been granted suspension of enforcement against payment of the tax
while this matter is under consideration by United States and Japanese tax
authorities. This suspension of enforcement is supported by a bank guarantee
by Mitsubishi Bank, Limited. The Company has agreed to indemnify Mitsubishi if
amounts are paid pursuant to the guarantee. Any additional tax liability in
Japan should be offset by tax credits in the United States and would not
adversely affect earnings.
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations
RESULTS OF OPERATIONS
VOLUME
SOFT DRINKS: Worldwide unit case volume increased 7 percent in both the
second quarter and for the first six months of 1994 when compared to 1993.
Worldwide gallon shipments of soft drink concentrates and syrups also grew 7
percent in both the second quarter and for the first six months of the year.
In the North America sector, unit case volume sold to retail customers grew 6
percent in the second quarter, including an increase of 6 percent in the United
States. The continuing strong unit case volume gains in the United States
resulted from increases in the Company's core brands, which benefited from the
ongoing introduction of the "contour" package for Coca-Cola classic and
diet Coke, and the Sprite advertising campaign. Volume also rose from sales
of new products, such as PowerAde, Nestea and Minute Maid Juices To Go.
Continued focus on programs designed to increase customer volume and profit
also contributed to second quarter results. North American gallon shipments
of concentrates and syrups to bottlers and distributors increased 7 percent
for the second quarter, including growth of 8 percent in the United States.
For the year to date, North American gallon shipments rose 9 percent,
including a 9 percent increase in the United States. Unit case volume in
North America grew 6 percent for the year to date, including 6 percent growth
in the United States.
International unit case volume increased 7 percent and gallon shipments grew
8 percent in the second quarter.
International unit case volume increases in the second quarter were led by a
32 percent increase in the Northeast Europe/Middle East Group, which comes on
top of 25 percent growth in the prior year. Second quarter unit case volume in
the Middle East Division, the East Central European Division and the Nordic and
Northern Eurasia Division advanced 29 percent, 11 percent and 6 percent,
respectively. In Egypt, unit case volume grew 40 percent in the second quarter
as a result of increased efficiencies in the distribution system. Gallon
shipments increased 27 percent in the second quarter in the Northeast
Europe/Middle East Group. For the year to date, unit case volume and gallon
shipments increased 32 percent and 22 percent, respectively.
In the Latin America Group, unit case volume grew 9 percent in the second
quarter, led by gains of 12 percent in Chile, 12 percent in Mexico, and 13
percent in Argentina; growth was partially offset by a 2 percent decline in
Brazil, where consumers continue to experience a lack of purchasing power due
to a difficult economic environment. The gain in Latin America resulted from
aggressive system investment in volume building activities such as new
packaging initiatives and focused brand promotions. Gallon shipments in the
Latin America Group increased 6 percent in the second quarter of 1994. For the
year to date, unit case volume and gallon shipments both grew 7 percent in the
Latin America Group.
RESULTS OF OPERATIONS (CONTINUED)
Second quarter unit case volume in the Africa Group was even with the prior
year due to a difficult economic environment and social unrest in several key
markets. Gallon shipments in the Africa Group for the quarter increased 5
percent. Unit case volume decreased 1 percent and gallon shipments declined 7
percent in the Africa Group for the first six months of the year.
Unit case volume in the Pacific Group grew 7 percent in the second quarter,
driven by a 25 percent increase in China and a 15 percent increase in Thailand.
Unit case volume increased 1 percent in Japan, impacted by a difficult
comparison to a 10 percent increase in the prior year. Gallon shipments in the
Pacific Group increased 11 percent in the second quarter. For the first six
months of the year, unit case volume grew 8 percent and gallon shipments
increased 9 percent in the Pacific Group.
In the European Community Group, unit case volume in the second quarter was
even with the prior year. Unit case volume grew 7 percent in Spain, offset by
unit case volume declines of 4 percent in Germany and Italy due to tough
economic conditions. Gallon shipments in the European Community Group were
even in the second quarter versus the prior year. For the year to date in the
European Community Group, unit case volume increased 1 percent and gallon
shipments declined 1 percent.
FOODS: At Coca-Cola Foods, unit volume increased 2 percent in the second
quarter, impacted by a difficult comparison to a 15 percent increase in the
second quarter of 1993. Unit volume grew 3 percent for the first six months of
the year.
NET OPERATING REVENUES AND GROSS MARGIN
Net operating revenues in the second quarter and the first six months of 1994
increased 11 percent, primarily due to increased soft drink gallon shipments,
selected price increases and continued expansion of the Company's bottling and
canning operations.
The Company's gross margin was 62 percent in the second quarter of 1994 and
1993. The Company's gross margin decreased to 62 percent in the first six
months of 1994 as compared to 63 percent in the first six months of 1993. The
decrease in gross margin for the first six months of 1994 was due primarily to
re-entry into the South African market, a change in product mix for certain
international locations and higher sweetener costs.
SELLING, ADMINISTRATIVE AND GENERAL EXPENSES
Selling expenses were $1.3 billion in the second quarter of 1994, compared to
$1.2 billion in the second quarter of 1993. For the first six months of the
year, selling expenses were $2.4 billion, 10 percent greater than the same
period in 1993. The increase was primarily due to higher marketing investments
in support of the Company's volume growth.
RESULTS OF OPERATIONS (CONTINUED)
Administrative and general expenses were $296 million in the second quarter,
a 2 percent decrease from the second quarter of 1993. For the first six months
of 1994, administrative and general expenses were $582 million, a 7 percent
decrease from the comparable period of the prior year. The decreases on a
quarterly and year to date basis were due primarily to a reduction in the costs
of stock-related employee benefits and increased efficiencies in the Company's
worldwide operations.
OPERATING INCOME AND OPERATING MARGIN
Operating income for the second quarter of 1994 increased to $1.1 billion, a
12 percent increase over the second quarter of 1993. For the first six months
of 1994, operating income increased 13 percent, to $1.8 billion. The operating
margin for the first six months of 1994 increased to 23.9 percent from 23.5
percent in the comparable period in 1993, due primarily to the benefit derived
from reductions in administrative and general expenses.
INTEREST INCOME AND INTEREST EXPENSE
Interest income increased in the second quarter and for the first six months
of 1994 relative to the comparable periods in 1993, due primarily to rising
interest rates and higher average outstanding cash equivalents and marketable
securities balances. Interest expense increased in the second quarter and for
the first six months of 1994 relative to the comparable periods in 1993, due
primarily to rising interest rates and higher average borrowings in 1994.
EQUITY INCOME
Equity income for the second quarter totaled $57 million, compared to $39
million in the second quarter of 1993. The increase was due primarily to
increased earnings from Coca-Cola Enterprises and Coca-Cola & Schweppes
Beverages. For the first six months of 1994 equity income totaled $64 million,
compared to $68 million for the same period in 1993. The decrease was due
primarily to lower earnings from Coca-Cola Amatil Limited partially offset by
increased earnings from Coca-Cola Enterprises and Coca-Cola & Schweppes
Beverages.
INCOME TAXES
The Company's effective tax rate during the second quarter of 1994, when
compared to the second quarter of the prior year, increased to 31.5 percent
from 30.8 percent. The increase reflects the impact of the increase in the
Corporate tax rate due to the change in the U.S. tax law and a reduction in the
Company's favorable U.S. tax treatment from manufacturing facilities in Puerto
Rico.
TRANSITION EFFECT OF CHANGE IN ACCOUNTING PRINCIPLE
As mentioned in Note A, the Company retroactively adopted SFAS 112,
Employers' Accounting for Postemployment Benefits, as of January 1, 1993. SFAS
112 requires employers to accrue the costs of benefits to former or inactive
employees after employment, but before retirement. In the first quarter of
1993 the Company recorded an accumulated obligation of $12 million, which is
net of deferred taxes of $8 million.
RESULTS OF OPERATIONS (CONTINUED)
NET INCOME
Net income per share increased at a slightly higher rate than net income due
to the Company's share repurchase program.
FINANCIAL CONDITION
NET CASH FLOW PROVIDED BY OPERATIONS AFTER REINVESTMENT
In the first six months of 1994, net cash flow after reinvestment totaled
$705 million, a 29 percent increase over the comparable period in 1993. Net
cash provided by operating activities increased in 1994 due primarily to higher
net income and increased dividends from equity method investments.
Reinvestment in the form of property, plant and equipment, the primary use of
cash for investing activities, was $364 million for the first six months of
1994.
The increase in trade accounts receivable, prepaid expenses, accounts payable
and accrued expenses was due primarily to seasonal factors in the soft drink
business. The increase in current marketable securities is due in part to the
Company's adoption of SFAS 115 and additional investments in securities
purchased in accordance with the negotiated tax exemption grant for the
Company's manufacturing facilities in Puerto Rico.
FINANCING
Financing activities primarily represent the Company's net borrowing
activities, dividend payments and share repurchases. Cash used in financing
activities totaled $499 million for the first six months of 1994, a 12 percent
decrease from the comparable period of the prior year. Net borrowings were
$332 million in the first six months of 1994, compared to $169 million in the
first six months of 1993. Net borrowings were used primarily to finance share
repurchases. Cash used for share repurchases decreased to $402 million,
compared to $436 million in the comparable period in 1993. Cash dividends
increased due to the increase in dividends per share to $.39 per share for the
first six months of 1994, compared to $.34 per share for the comparable period
in 1993.
EXCHANGE
International operations are subject to certain opportunities and risks,
including currency fluctuations and governmental actions. The Company closely
monitors its methods of operating in each country and adopts appropriate
strategies responsive to each environment. On a weighted average basis, the
U.S. dollar was approximately 1 percent stronger during the first six months of
1994 versus key hard currencies for the comparable period of the prior year.
Part II. Other Information
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits:
3 - Bylaws of the Registrant As in Effect Since April 15, 1993
12 - Computation of Ratios of Earnings to Fixed Charges
(b) Reports on Form 8-K:
No report on Form 8-K has been filed during the quarter for which
this report is filed.
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, thereunto duly authorized.
THE COCA-COLA COMPANY
(REGISTRANT)
Date: August 10, 1994 By: /s/ Gary P. Fayard
--------------------------
Gary P. Fayard
Vice President and Controller
(On behalf of the Registrant and
as Chief Accounting Officer)
EXHIBIT INDEX
Exhibit Number and Description
3 - Bylaws of the Registrant As in Effect Since April 15, 1993
12 - Computation of Ratios of Earnings to Fixed Charges