UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1) (1) Embotelladora Andina S.A. (Name of Issuer) Common Stock, No Par Value (Title of Class of Securities) None * (CUSIP Number) * CUSIP number for American Depositary Shares representing Common Stock is 29081P 10 5 James E. Chestnut Senior Vice President and Chief Financial Officer The Coca-Cola Company One Coca-Cola Plaza Atlanta, Georgia 30313 (404)676-2121 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) With a copy to: Carol Crofoot Hayes, Esq. The Coca-Cola Company One Coca-Cola Plaza Atlanta, Georgia 30313 (404)676-2121 December 17, 1996 (Date of Event which Requires Filing of this Statement) If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(b)(3) or (4), check the following box [ ]. (1) The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page. The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes). SCHEDULE 13D CUSIP No. - None (1) 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON The Coca-Cola Company 58-0628465 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ X ] (b) [ ] 3 SEC USE ONLY 4 SOURCE OF FUNDS* OO 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) N/A [ ] 6 CITIZENSHIP OR PLACE OF ORGANIZATION State of Delaware NUMBER OF 7 SOLE VOTING POWER SHARES 24,000,000 shares of Common Stock, no par value BENEFICIALLY (Represents the aggregate number of shares beneficially OWNED BY owned by the Reporting Persons filing this Schedule 13D EACH -- See Attachment A) REPORTING PERSON 8 SHARED VOTING POWER WITH None 9 SOLE DISPOSITIVE POWER 24,000,000 shares of Common Stock, no par value (Represents the aggregate number of shares beneficially owned by the Reporting Persons filing this Schedule 13D -- See Attachment A) 10 SHARED DISPOSITIVE POWER None 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 24,000,000 shares of Common Stock, no par value (Represents the aggregate number of shares beneficially owned by the Reporting Person filing this Schedule 13D -- See Attachment A) 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* [ ] 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 6.65% (2) 14 TYPE OF REPORTING PERSON* CO - ---------------- (1) CUSIP number for American Depositary Shares representing Common Stock is 29081P 10 5 (2) Assumes no exercise of preemptive rights by the shareholders of Embotelladora Andina S.A. and reflects the exercise of withdrawal rights by the shareholders of Embotelladora Andina S.A. with respect to 15,460,922 shares of Common Stock, all in connection with the capital increase of Embotelladora Andina S.A. pursuant to which these shares have been acquired. *SEE INSTRUCTIONS BEFORE FILLING OUT - 2 - SCHEDULE 13D CUSIP No. - None (1) 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Coca-Cola Interamerican Corporation 13-1940209 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ X ] (b) [ ] 3 SEC USE ONLY 4 SOURCE OF FUNDS* OO 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) N/A [ ] 6 CITIZENSHIP OR PLACE OF ORGANIZATION State of Delaware NUMBER OF 7 SOLE VOTING POWER SHARES 24,000,000 shares of Common Stock, no par value BENEFICIALLY (Represents the aggregate number of shares beneficially OWNED BY owned by the Reporting Persons filing this Schedule 13D EACH -- See Attachment A) REPORTING PERSON 8 SHARED VOTING POWER WITH None 9 SOLE DISPOSITIVE POWER 24,000,000 shares of Common Stock, no par value (Represents the aggregate number of shares beneficially owned by the Reporting Persons filing this Schedule 13D -- See Attachment A) 10 SHARED DISPOSITIVE POWER None 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 24,000,000 shares of Common Stock, no par value (Represents the aggregate number of shares beneficially owned by the Reporting Person filing this Schedule 13D -- See Attachment A) 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* [ ] 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 6.65% (2) 14 TYPE OF REPORTING PERSON* CO - ---------------- (1) CUSIP number for American Depositary Shares representing Common Stock is 29081P 10 5 (2) Assumes no exercise of preemptive rights by the shareholders of Embotelladora Andina S.A. and reflects the exercise of withdrawal rights by the shareholders of Embotelladora Andina S.A. with respect to 15,460,922 shares of Common Stock, all in connection with the capital increase of Embotelladora Andina S.A. pursuant to which these shares have been acquired. *SEE INSTRUCTIONS BEFORE FILLING OUT - 3 - SCHEDULE 13D CUSIP No. - None (1) 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON The Coca-Cola Export Corporation 13-1525101 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ X ] (b) [ ] 3 SEC USE ONLY 4 SOURCE OF FUNDS* OO 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) N/A [ ] 6 CITIZENSHIP OR PLACE OF ORGANIZATION State of Delaware NUMBER OF 7 SOLE VOTING POWER SHARES 24,000,000 shares of Common Stock, no par value BENEFICIALLY (Represents the aggregate number of shares beneficially OWNED BY owned by the Reporting Persons filing this Schedule 13D EACH -- See Attachment A) REPORTING PERSON 8 SHARED VOTING POWER WITH None 9 SOLE DISPOSITIVE POWER 24,000,000 shares of Common Stock, no par value (Represents the aggregate number of shares beneficially owned by the Reporting Persons filing this Schedule 13D -- See Attachment A) 10 SHARED DISPOSITIVE POWER None 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 24,000,000 shares of Common Stock, no par value (Represents the aggregate number of shares beneficially owned by the Reporting Person filing this Schedule 13D -- See Attachment A) 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* [ ] 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 6.65% (2) 14 TYPE OF REPORTING PERSON* CO - ---------------- (1) CUSIP number for American Depositary Shares representing Common Stock is 29081P 10 5 (2) Assumes no exercise of preemptive rights by the shareholders of Embotelladora Andina S.A. and reflects the exercise of withdrawal rights by the shareholders of Embotelladora Andina S.A. with respect to 15,460,922 shares of Common Stock, all in connection with the capital increase of Embotelladora Andina S.A. pursuant to which these shares have been acquired. *SEE INSTRUCTIONS BEFORE FILLING OUT - 4 - SCHEDULE 13D CUSIP No. - None (1) 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Coca-Cola de Argentina S.A. (TIN - n/a) 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ X ] (b) [ ] 3 SEC USE ONLY 4 SOURCE OF FUNDS* OO 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) N/A [ ] 6 CITIZENSHIP OR PLACE OF ORGANIZATION Republic of Argentina NUMBER OF 7 SOLE VOTING POWER SHARES 24,000,000 shares of Common Stock, no par value BENEFICIALLY (Represents the aggregate number of shares beneficially OWNED BY owned by the Reporting Persons filing this Schedule 13D EACH -- See Attachment A) REPORTING PERSON 8 SHARED VOTING POWER WITH None 9 SOLE DISPOSITIVE POWER 24,000,000 shares of Common Stock, no par value (Represents the aggregate number of shares beneficially owned by the Reporting Persons filing this Schedule 13D -- See Attachment A) 10 SHARED DISPOSITIVE POWER None 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 24,000,000 shares of Common Stock, no par value (Represents the aggregate number of shares beneficially owned by the Reporting Person filing this Schedule 13D -- See Attachment A) 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* [ ] 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 6.65% (2) 14 TYPE OF REPORTING PERSON* CO - ---------------- (1) CUSIP number for American Depositary Shares representing Common Stock is 29081P 10 5 (2) Assumes no exercise of preemptive rights by the shareholders of Embotelladora Andina S.A. and reflects the exercise of withdrawal rights by the shareholders of Embotelladora Andina S.A. with respect to 15,460,922 shares of Common Stock, all in connection with the capital increase of Embotelladora Andina S.A. pursuant to which these shares have been acquired. *SEE INSTRUCTIONS BEFORE FILLING OUT - 5 - SCHEDULE 13D CUSIP No. - None (1) 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Bottling Investment Limited (TIN - n/a) 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ X ] (b) [ ] 3 SEC USE ONLY 4 SOURCE OF FUNDS* OO 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) N/A [ ] 6 CITIZENSHIP OR PLACE OF ORGANIZATION Cayman Islands NUMBER OF 7 SOLE VOTING POWER SHARES 24,000,000 shares of Common Stock, no par value BENEFICIALLY (Represents the aggregate number of shares beneficially OWNED BY owned by the Reporting Persons filing this Schedule 13D EACH -- See Attachment A) REPORTING PERSON 8 SHARED VOTING POWER WITH None 9 SOLE DISPOSITIVE POWER 24,000,000 shares of Common Stock, no par value (Represents the aggregate number of shares beneficially owned by the Reporting Persons filing this Schedule 13D -- See Attachment A) 10 SHARED DISPOSITIVE POWER None 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 24,000,000 shares of Common Stock, no par value (Represents the aggregate number of shares beneficially owned by the Reporting Person filing this Schedule 13D -- See Attachment A) 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* [ ] 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 6.65% (2) 14 TYPE OF REPORTING PERSON* CO - ---------------- (1) CUSIP number for American Depositary Shares representing Common Stock is 29081P 10 5 (2) Assumes no exercise of preemptive rights by the shareholders of Embotelladora Andina S.A. and reflects the exercise of withdrawal rights by the shareholders of Embotelladora Andina S.A. with respect to 15,460,922 shares of Common Stock, all in connection with the capital increase of Embotelladora Andina S.A. pursuant to which these shares have been acquired. *SEE INSTRUCTIONS BEFORE FILLING OUT - 6 - ATTACHMENT A Pursuant to the SPC Purchase Agreement (as defined in Item 4), Coca-Cola Interamerican Corporation and Coca-Cola de Argentina S.A. have acquired Bottling Investment Limited ("SPC"), which owns 24,000,000 shares of Common Stock, no par value, of Embotelladora Andina S.A. Coca-Cola de Argentina S.A. is a wholly owned subsidiary of The Coca-Cola Export Corporation, and The Coca-Cola Export Corporation and Coca-Cola Interamerican Corporation are each wholly owned subsidiaries of The Coca-Cola Company. SPC is now a subsidiary of Coca-Cola de Argentina S.A. (which owns approximately 5.88% of the outstanding capital stock of SPC) and Coca-Cola Interamerican Corporation (which owns approximately 94.12% of the outstanding capital stock of SPC). - 7 - AMENDMENT NO. 1 TO STATEMENT PURSUANT TO RULE 13d-1 AND RULE 13d-2 OF THE GENERAL RULES AND REGULATIONS UNDER THE SECURITIES EXCHANGE ACT OF 1934 ITEM 2. IDENTITY AND BACKGROUND Item 2 is amended and supplemented by adding to the information previously filed under this item the following: This statement is being filed by The Coca-Cola Company ("KO"), KO's direct wholly owned subsidiaries, Coca-Cola Interamerican Corporation ("Interamerican") and The Coca-Cola Export Corporation ("Export"), each of which companies is a Delaware corporation having its principal executive offices at One Coca-Cola Plaza, Atlanta, Georgia 30313, telephone (404) 676-2121, KO's indirect wholly owned subsidiary, Coca-Cola de Argentina S.A. ("CC Argentina"), an Argentine corporation having its principal executive offices at Paraguay 733, 1057 Buenos Aires, Argentina, telephone 541-319-2000, and KO's indirect wholly owned subsidiary, Bottling Investment Limited ("SPC"), a Cayman Islands corporation having its principal executive offices at Ugland House, P.O. Box 309, Georgetown, Grand Cayman, Cayman Islands, British West Indies, telephone (809) 949-8066. Certain information with respect to the directors and executive officers of KO, Interamerican, Export and CC Argentina and the directors of SPC is set forth in Exhibit 99.1 attached hereto (which replaces in its entirety the previously filed Exhibit 99.1), including each director's and executive officer's business address, present principal occupation or employment, citizenship and other information. None of KO, Interamerican, Export, CC Argentina and SPC nor, to the best of its respective knowledge, any director, executive officer or controlling person of KO, Interamerican, Export, CC Argentina or SPC has, during the last five years, been (a) convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors), or (b) a party to a civil proceeding of a judicial or administrative body of competent jurisdiction as a result of which proceeding either such party or any director, executive officer or controlling person of such party was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, or finding any violation with respect to federal or state securities laws. ITEM 4. PURPOSE OF TRANSACTION Item 4 is amended and supplemented by adding to the information previously filed under this item the following: On December 17, 1996, Interamerican and CC Argentina consummated the acquisition of the beneficial ownership of 24,000,000 shares (the "Acquired Shares") of Common Stock of Embotelladora Andina S.A. ("Andina") through the acquisition of SPC. Also on December 17, 1996, Inversiones del Atlantico S.A., an Argentine company and a subsidiary of Andina ("Atlantico"), acquired (i) all of the capital stock of Complejo Industrial PET (CIPET) S.A., a wholly owned subsidiary of CC Argentina ("CIPET"), and approximately U.S. $66.36 million of debt owed by CIPET to Interamerican and (ii) approximately 78.7% of the capital stock of INTI S.A. Industrial y Comercial, the Coca-Cola bottler based in Cordoba, Argentina ("INTI"). Such transactions were effected pursuant to the Stock Purchase Agreement dated as of September 5, 1996 (the "Andina Purchase Agreement") among Andina, Inversiones Freire Ltda. and - 8 - Inversiones Freire Dos Ltda. (collectively, the "Majority Shareholders"), Citicorp Banking Corporation ("Citicorp") and SPC, and the Stock Purchase Agreement dated as of September 5, 1996 (the "SPC Purchase Agreement") among Andina, Atlantico, the Majority Shareholders, KO, Interamerican, CC Argentina, Citicorp and SPC. The Andina Purchase Agreement and the SPC Purchase Agreement are sometimes referred to herein collectively as the "Stock Purchase Agreements." KO, Interamerican and CC Argentina are sometimes referred to herein collectively as the "KO Parties." In connection with the consummation of the transactions contemplated by the Stock Purchase Agreements, the Majority Shareholders, Citibank N.A. (the "Custody Agent"), KO, Interamerican and CC Argentina also executed an Amendment (the "Option Agreement Amendment") to the Stock Purchase Option Agreement and Custody Agreement dated as of September 5, 1996 among the Majority Shareholders, the Custody Agent, KO, Interamerican and CC Argentina (the "Option Agreement"). A copy of the Option Agreement Amendment is attached hereto as Exhibit 99.9 and is incorporated herein by reference. The Option Agreement Amendment amends the termination provisions of the option granted to the KO Parties under the Option Agreement (the "Option") to acquire, at any time after the date of the Option Agreement until December 31, 2130 upon the occurrence of certain conditions, certain additional securities of Andina owned by the Majority Shareholders, all as described further in Item 6 of this Amendment No. 1 to Schedule 13D. The Option Agreement Amendment also revises the fees payable by the Majority Shareholders to the Custody Agent in connection with such arrangement. In addition, in connection with the consummation of such transaction, Andina, KO, Interamerican, CC Argentina, SPC and the Majority Shareholders also executed Amendment No. 1 (the "Shareholders' Agreement Amendment") to the Shareholders' Agreement dated as of September 5, 1996 among such parties (the "Shareholders' Agreement"). A copy of the Shareholders' Agreement Amendment is attached hereto as Exhibit 99.10 and is incorporated herein by reference. The Shareholders' Agreement Amendment effected certain technical changes to the Shareholders' Agreement. KO, Interamerican and CC Argentina intend to liquidate SPC as soon as practicable. The Acquired Shares held by SPC will be distributed to Interamerican (47,062.37 shares) and CC Argentina (2,937.63 shares) upon the liquidation of SPC. ITEM 5. INTEREST IN SECURITIES OF THE ISSUER Item 5 is amended and supplemented by adding to the information previously filed under this item the following: As a result of the consummation of the transactions contemplated by the Stock Purchase Agreements, CC Argentina and Interamerican collectively own all of the outstanding capital stock of SPC, and the sole asset of SPC is the Acquired Shares. Interamerican and CC Argentina are direct or indirect subsidiaries of KO, and CC Argentina is a direct subsidiary of Export. CC Argentina owns approximately 5.88% of the capital stock of SPC, and Interamerican owns approximately 94.12% of the capital stock of SPC. Thus, as a result of the acquisition by CC Argentina and Interamerican of the capital stock of SPC and, indirectly, the Acquired Shares, KO, CC Argentina, Interamerican and Export collectively beneficially own and have sole voting and dispositive power over an aggregate of 24,000,000 shares of Common Stock (or, after giving effect to the Reclassification (as defined in Item 6), 24,000,000 shares of Class A Stock and 24,000,000 shares of Class B Stock), or approximately 6.65% of the outstanding capital stock of Andina (assuming no exercise of any preemptive rights to acquire shares of Common Stock by existing - 9 - shareholders of Andina and reflecting the exercise of withdrawal rights with respect to approximately 15,460,922 shares of Common Stock by existing shareholders of Andina). ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE ISSUER Item 6 is amended and supplemented by adding to the information previously filed under this Item the following: STOCK PURCHASE AGREEMENTS On December 17, 1996, Andina consummated the transactions contemplated by the Andina Purchase Agreement with the Majority Shareholders, Citicorp, and SPC pursuant to which SPC acquired 24,000,000 shares of Common Stock. Also on December 17, 1996, Andina, Atlantico, the Majority Shareholders, KO, Interamerican, CC Argentina, Citicorp and SPC consummated the transactions contemplated by the SPC Stock Purchase Agreement, pursuant to which (i) Interamerican and CC Argentina acquired all of the outstanding shares of capital stock of SPC and (ii) Atlantico acquired (x) all of the outstanding shares of capital stock of CIPET and approximately U.S.$66.36 million of debt of CIPET currently owed to Interamerican and (y) the 78.7% of the outstanding shares of capital stock of INTI owned by Interamerican. OPTION AGREEMENT On December 17, 1996, in connection with the consummation of the transactions contemplated by the Stock Purchase Agreements, the Majority Shareholders, the Custody Agent, KO, Interamerican and CC Argentina also executed the Option Agreement Amendment. The Option Agreement Amendment amends the termination provisions of the Option to provide that the Option shall terminate upon the occurrence of any of the following: (i) if the KO Parties sell their shares of Andina to persons (other than the KO Parties and their subsidiaries) and such sale has as a direct result that during the 30 days following such sale the KO Parties and their subsidiaries become owners in the aggregate (a) of less than 15,660,000 ordinary Shares before the Reclassification occurs (or if the Reclassification occurred and a subsequent event results in that there are only ordinary Shares of Andina); or (b) less than 15,660,000 Series A Shares of Andina if the Reclassification occurred and the Series A Shares of Andina continue to be outstanding; (ii) if the Majority Shareholders notify the KO Shareholders in writing that the ownership level of Andina stock held by KO and its subsidiaries has fallen below (a) 4% of the outstanding Common Stock if the reclassification (the "Reclassification") of the existing Common Stock of Andina into two series of shares, the Series A Shares and the Series B Shares has not occurred or if following such Reclassification an event occurs with the result that only Common Stock of Andina is outstanding, or (b) 4% of the Series A Shares if such Reclassification has occurred and Series A Shares continue to be outstanding; provided that this clause (ii) will only apply if KO and its subsidiaries within one year following the receipt of such written notice fail to restore their ownership of Andina stock to at least such applicable 4% level; (iii) if the bottling agreements between KO and Andina are terminated by Andina as a direct result of a breach of such agreements by KO or if KO declines to negotiate in good faith with respect to the renewal of such agreements; or - 10 - (iv) one year after the termination by KO of the bottling agreements, unless the option exercise process has been initiated. The Option Agreement Amendment also revises the fees payable by the Majority Shareholders to the Custody Agent in connection with such arrangement. SHAREHOLDERS' AGREEMENT On December 17, 1996, in connection with the consummation of the transactions contemplated by the Stock Purchase Agreements, Andina, KO, Interamerican, CC Argentina, SPC and the Majority Shareholders also executed the Shareholders' Agreement Amendment. The Shareholders' Agreement Amendment effected certain technical changes to the Shareholders' Agreement. - 11 - ITEM 7. MATERIAL TO BE FILED AS EXHIBITS Exhibit 99.1 - Directors and Executive Officers Exhibit 99.9 - Amendment dated December 17, 1996 to Stock Purchase Option Agreement and Custody Agreement dated as of September 5, 1996 by and among Inversiones Freire Ltda., Inversiones Freire Dos Ltda., The Coca-Cola Company, Coca-Cola Interamerican Corporation, Coca-Cola de Argentina S.A. and Citibank N.A. Exhibit 99.10 - Amendment No. 1 dated December 17, 1996 to Shareholders' Agreement dated as of September 5, 1996 by and among Embotelladora Andina S.A., The Coca-Cola Company, Coca-Cola Interamerican Corporation, Coca-Cola de Argentina S.A., Bottling Investment Limited, Inversiones Freire Ltda. and Inversiones Freire Dos Ltda. Exhibit 99.11 - Joint Filing Agreement dated as of December 17, 1996, by and among The Coca-Cola Company, Coca-Cola Interamerican Corporation, The Coca-Cola Export Corporation, Coca-Cola de Argentina S.A. and Bottling Investment Limited. - 12 - SIGNATURES After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. THE COCA-COLA COMPANY By: /s/ JAMES E. CHESTNUT James E. Chestnut Senior Vice President and Chief Financial Officer Date: December 17, 1996 COCA-COLA INTERAMERICAN CORPORATION By: /s/ JAMES E. CHESTNUT James E. Chestnut Vice President and Chief Financial Officer Date: December 17, 1996 THE COCA-COLA EXPORT CORPORATION By: /s/ JAMES E. CHESTNUT James E. Chestnut Senior Vice President and Chief Financial Officer Date: December 17, 1996 COCA-COLA DE ARGENTINA S.A. By: /s/ GLENN JORDAN Glenn Jordan President Date: December 17, 1996 BOTTLING INVESTMENT LIMITED By: /s/ GLENN JORDAN Glenn Jordan Director Date: December 17, 1996 - 13 - EXHIBIT DESCRIPTION 99.1 Directors and Executive Officers 99.9 Amendment dated December 17, 1996 to Stock Purchase Option Agreement and Custody Agreement dated as of September 5, 1996 by and among Inversiones Freire Ltda., Inversiones Freire Dos Ltda., The Coca-Cola Company, Coca-Cola Interamerican Corporation, Coca-Cola de Argentina S.A. and Citibank N.A. 99.10 Amendment No. 1 dated December 17, 1996 to Shareholders' Agreement dated as of September 5, 1996 by and among Embotelladora Andina S.A., The Coca-Cola Company, Coca-Cola Interamerican Corporation, Coca-Cola de Argentina S.A., Bottling Investment Limited, Inversiones Freire Ltda. and Inversiones Freire Dos Ltda. 99.11 Joint Filing Agreement dated as of December 17, 1996, by and among The Coca-Cola Company, Coca-Cola Interamerican Corporation, The Coca-Cola Export Corporation, Coca-Cola de Argentina S.A. and Bottling Investment Limited.