Current report filing

ACQUISITIONS AND DIVESTITURES (Tables)

v2.4.0.8
ACQUISITIONS AND DIVESTITURES (Tables)
12 Months Ended
Dec. 31, 2012
Acquisitions and Divestitures Disclosure [  
Schedule of Replaced shared-based payments awards related to CCE's North America employees
The following table provides a list of all replacement awards and the estimated fair value of those awards issued in conjunction with our acquisition of CCE's former North America business (in millions):
 
Number of
Shares, Options
and Units Issued

 
Fair Value

 
As Adjusted

 
 
Performance share units
3.3

 
$
192

Stock options
9.6

 
109

Restricted share units
1.6

 
50

Restricted stock
0.4

 
12

Total
14.9

 
$
363

Schedule of the total purchase price of CCE's North American business
The following table reconciles the total purchase price of the Company's acquisition of CCE's former North America business, including adjustments recorded as part of the Company's purchase accounting (in millions):
 
October 2,
2010

Fair value of our equity investment in CCE1
$
5,373

Cash consideration2
1,368

Fair value of share-based payment awards3
154

Total purchase price
$
6,895

1 
Represents the fair value of our 33 percent ownership interest in the outstanding common stock of CCE based on the closing price of CCE's common stock on the last day the New York Stock Exchange was open prior to the acquisition date. The fair value reflects our indirect ownership interest in both CCE's European operations and former North America business.
2 
Primarily related to the debt shortfall and working capital adjustments.
3 
Represents the portion of the total fair value of the replacement awards associated with services rendered prior to the business combination, net of tax.
Schedule of the allocation of the purchase price by major class of assets and liabilities
The following table presents the final allocation of the purchase price by major class of assets and liabilities (in millions) as of the acquisition date, as well as adjustments made during 2011 (referred to as "measurement period adjustments"):
 
Amounts
Recognized as of
Acquisition Date1

 
Measurement
Period
Adjustments2

 
Amounts
Recognized as of
Acquisition Date
(as Adjusted)

Cash and cash equivalents
$
49

 
$

 
$
49

Marketable securities
7

 

 
7

Trade accounts receivable3
1,194

 

 
1,194

Inventories
696

 

 
696

Other current assets4
744

 
(5
)
 
739

Property, plant and equipment4
5,385

 
(682
)
 
4,703

Bottlers' franchise rights with indefinite lives4,5
5,100

 
100

 
5,200

Other intangible assets4,6
1,032

 
45

 
1,077

Other noncurrent assets
261

 

 
261

Total identifiable assets acquired
$
14,468

 
$
(542
)
 
$
13,926

Accounts payable and accrued expenses4
1,826

 
8

 
1,834

Loans and notes payable7
266

 

 
266

Long-term debt7
9,345

 

 
9,345

Pension and other postretirement liabilities8
1,313

 

 
1,313

Other noncurrent liabilities4,9
2,603

 
(293
)
 
2,310

Total liabilities assumed
$
15,353

 
$
(285
)
 
$
15,068

Net liabilities assumed
(885
)
 
(257
)
 
(1,142
)
Goodwill4,10
7,746

 
304

 
8,050

 
$
6,861

 
$
47

 
$
6,908

Less: Noncontrolling interests
13

 

 
13

Net assets acquired
$
6,848

 
$
47

 
$
6,895

1 
As previously reported in the Notes to Consolidated Financial Statements included in our annual report on Form 10-K for the year ended December 31, 2010.
2 
The measurement period adjustments did not have a significant impact on our consolidated statements of income for the years ended December 31, 2011, and December 31, 2010. Therefore, we did not retrospectively adjust the comparative 2010 financial information.
3 
The gross amount due under receivables we acquired was $1,226 million, of which $32 million was expected to be uncollectible.
4 
The measurement period adjustments were due to the finalization of appraisals related to intangible assets and certain fixed assets and resulted in the following: a decrease to property, plant and equipment; an increase to franchise rights; and a decrease to noncurrent deferred tax liabilities. The net impact of the measurement period adjustments and the payments made to New CCE that related to the finalization of working capital adjustments resulted in a net increase to goodwill.
5 
Represents reacquired franchise rights that had previously provided CCE with exclusive and perpetual rights to manufacture and/or distribute certain beverages in specified territories. These rights have been determined to have indefinite lives and are not amortized.
6 
Other intangible assets primarily relate to franchise rights that had previously provided CCE with exclusive rights to manufacture and/or distribute certain beverages in specified territories for a finite period of time, and therefore have been classified as definite-lived intangible assets. The estimated fair value of franchise rights with definite lives was $650 million as of the acquisition date. These franchise rights will be amortized over a weighted-average life of approximately eight years, which is equal to the weighted-average remaining contractual term of the franchise rights. Other intangible assets also include $380 million of customer relationships, which will be amortized over approximately 20 years.
7 
Refer to Note 10 for additional information.
8 
The assumed pension and other postretirement liabilities consisted of benefit obligations of $3,544 million and plan assets of $2,231 million. Refer to Note 13 for additional information related to pension and other postretirement plans assumed from CCE.
9 
Primarily relates to deferred tax liabilities recorded on franchise rights. Refer to Note 14.
10 
The goodwill recognized as part of this acquisition has been assigned to the North America operating segment, of which $170 million is tax deductible. The goodwill recognized in conjunction with our acquisition of CCE's former North America business is primarily related to synergistic value created from having a unified operating system that will strategically position us to better market and distribute our nonalcoholic beverage brands in North America. It also includes certain other intangible assets that do not qualify for separate recognition, such as an assembled workforce.
Schedule of pro forma information of CCE's North American business acquisition and Norwegian and Swedish bottling operation divestitures
The following table presents unaudited consolidated pro forma information as if our acquisition of CCE's former North America business and the divestiture of our Norwegian and Swedish bottling operations had occurred on January 1, 2010 (in millions):
 
Unaudited  

Year Ended December 31,
2010

Net operating revenues1
$
43,106

Net income attributable to shareowners of The Coca-Cola Company2,3
6,839

1 
The deconsolidation of our Norwegian and Swedish bottling operations resulted in a decrease to net operating revenues of approximately $433 million in 2010.
2 
The deconsolidation of our Norwegian and Swedish bottling operations resulted in a decrease to net income attributable to shareowners of The Coca-Cola Company of approximately $387 million in 2010.
3 
The 2010 pro forma information has been adjusted to exclude the gain related to the remeasurement of our equity interest in CCE to fair value upon the close of the transaction, the gain on the sale of our Norwegian and Swedish bottling operations, transaction costs and charges related to preexisting relationships in order to present the pro forma information as if the transactions had occurred prior to January 1, 2010.
Information related to the major classes of assets and liabilities held for sale
The following table presents information related to the major classes of assets and liabilities of the Company's Philippine and Brazilian bottling operations, both of which are included in our Bottling Investments operating segment, as of December 31, 2012 (in millions):
 
Philippine Bottling Operations

 
Brazilian Bottling Operations

 
Total Bottling
Operations
Held for Sale

Cash, cash equivalents and short-term investments
$
133

 
$
45

 
$
178

Trade accounts receivable, less allowances
108

 
88

 
196

Inventories
187

 
85

 
272

Prepaid expenses and other assets
223

 
174

 
397

Other assets
7

 
128

 
135

Property, plant and equipment — net
841

 
419

 
1,260

Bottlers' franchise rights with indefinite lives
341

 
130

 
471

Goodwill
148

 
22

 
170

Other intangible assets

 
1

 
1

Allowance for reduction of assets held for sale
(107
)
 

 
(107
)
Total assets
$
1,881

 
$
1,092

 
$
2,973

Accounts payable and accrued expenses
$
241

 
$
157

 
$
398

Loans and notes payable

 
6

 
6

Current maturities of long-term debt

 
28

 
28

Accrued income taxes
(4
)
 
4

 

Long-term debt

 
147

 
147

Other liabilities
20

 
75

 
95

Deferred income taxes
102

 
20

 
122

Total liabilities
$
359

 
$
437

 
$
796