The Coca-Cola Company Announces Results to Date of Maximum Tender Offer
ATLANTA--(BUSINESS WIRE)-- The Coca-Cola Company ("TCCC" or the "Company") today announced that, pursuant to its previously announced cash tender offers, approximately $1.041 billion in aggregate principal amount of notes subject to the Maximum Tender Offer were validly tendered and not validly withdrawn before 5:00 p.m., EST, on Tuesday, November 30, 2010, the early tender date for the Maximum Tender Offer, according to information provided by D. F. King & Co., Inc., the tender agent for the tender offers, as more fully set forth below.
Principal Principal Percent
CUSIP Title of Amount Amount Tendered of Acceptance
Issuer Numbers Security Outstanding Tendered Principal Priority
(US$) (US$) Amount Level
Outstanding
4.875%
TCCC 191216AM2 Notes $1,350,000,000 $456,295,000 33.80% 1
due 2019
5.350%
TCCC 191216AK6 Notes $1,750,000,000 $584,761,000 33.41% 2
due 2017
The Maximum Tender Offer is scheduled to expire at 11:59 p.m., EST, on December 14, 2010, unless extended or earlier terminated. If more than the maximum tender amount of $1,601,783,000 in aggregate principal amount of notes subject to the Maximum Tender Offer are validly tendered and not validly withdrawn before the expiration of the Maximum Tender Offer, the tendered notes will be purchased in accordance with the acceptance priority levels set forth above. If there are insufficient remaining funds to purchase all the notes of a series in an applicable priority level, then the amount of notes purchased in that series will be prorated based on the aggregate principal amount tendered for that series of notes. In that event, notes of other series subject to the Maximum Tender Offer with a lower acceptance priority level than the prorated series of notes will not be accepted for purchase.
Holders of notes subject to the Maximum Tender Offer who validly tendered and did not validly withdraw their notes before the early tender date will receive the total consideration, which includes an early tender premium of $30.00 per $1,000 principal amount of notes tendered by such holders that are accepted for purchase. Holders of notes subject to the Maximum Tender Offer who validly tender their notes after the early tender date and before the expiration date for the Maximum Tender Offer will receive the tender offer consideration, which is the total consideration minus $30.00 per $1,000 principal amount of notes tendered by such holders that are accepted for purchase.
The Company has retained Deutsche Bank Securities Inc. and HSBC Securities (USA) Inc. to serve as coordinating dealer managers and BofA Merrill Lynch and Goldman, Sachs & Co. to serve as dealer managers and D.F. King & Co., Inc. to serve as the tender and information agent for the tender offers.
Requests for documents may be directed to D.F. King & Co., Inc. by telephone at 800.901.0068 (toll free) or 212.269.5550 (collect) or in writing at 48 Wall Street, 22nd Floor, New York, New York 10005. Questions regarding the tender offers may be directed to Deutsche Bank Securities Inc. at 866.627.0391 (toll free) or 212.250.2955 (collect) or HSBC Securities (USA) Inc. at 888.HSBC.4LM (toll free) or 212.525.5552 (collect).
This press release is not a tender offer to purchase or a solicitation of acceptance of a tender offer, which may be made only pursuant to the terms of the Offer to Purchase. In any jurisdiction where the laws require the tender offers to be made by a licensed broker or dealer, the tender offer will be deemed made on behalf of the Company by Deutsche Bank Securities Inc., HSBC Securities (USA) Inc., BofA Merrill Lynch, Goldman, Sachs & Co. or one or more registered brokers or dealers under the laws of such jurisdiction.
About The Coca-Cola Company
The Coca-Cola Company (NYSE: KO) is the world's largest beverage company, refreshing consumers with more than 500 sparkling and still brands. Along with Coca-Cola, recognized as the world's most valuable brand, the Company's portfolio includes 12 other billion dollar brands, including Diet Coke, Fanta, Sprite, Coca-Cola Zero, vitaminwater, Powerade, Minute Maid, Simply and Georgia. Globally, we are the No. 1 provider of sparkling beverages, juices and juice drinks and ready-to-drink teas and coffees. Through the world's largest beverage distribution system, consumers in more than 200 countries enjoy the Company's beverages at a rate of 1.6 billion servings a day. With an enduring commitment to building sustainable communities, our Company is focused on initiatives that protect the environment, conserve resources and enhance the economic development of the communities where we operate.
Forward-Looking Statements
This press release may contain statements, estimates or projections that constitute "forward-looking statements" as defined under U.S. federal securities laws. Generally, the words "believe," "expect," "intend," "estimate," "anticipate," "project," "will" and similar expressions identify forward-looking statements, which generally are not historical in nature. Forward-looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from The Coca-Cola Company's historical experience and our present expectations or projections. These risks include, but are not limited to, obesity and other health concerns; scarcity and quality of water; changes in the nonalcoholic beverages business environment, including changes in consumer preferences based on health and nutrition considerations and obesity concerns; shifting consumer tastes and needs, changes in lifestyles and competitive product and pricing pressures; impact of the global credit crisis on our liquidity and financial performance; increased competition; our ability to expand our operations in developing and emerging markets; foreign currency exchange rate fluctuations; increases in interest rates; our ability to maintain good relationships with our bottling partners; the financial condition of our bottling partners; increases in income tax rates or changes in income tax laws; increases in indirect taxes or new indirect taxes; our ability and the ability of our bottling partners to maintain good labor relations, including the ability to renew collective bargaining agreements on satisfactory terms and avoid strikes, work stoppages or labor unrest; increase in the cost, disruption of supply or shortage of energy; increase in cost, disruption of supply or shortage of ingredients or packaging materials; changes in laws and regulations relating to beverage containers and packaging, including container deposit, recycling, eco-tax and/or product stewardship laws or regulations; adoption of significant additional labeling or warning requirements; unfavorable general economic conditions in the United States or other major markets; unfavorable economic and political conditions in international markets, including civil unrest and product boycotts; changes in commercial or market practices and business model within the European Union; litigation uncertainties; adverse weather conditions; our ability to maintain brand image and corporate reputation as well as other product issues such as product recalls; changes in legal and regulatory environments; changes in accounting standards and taxation requirements; our ability to achieve overall long-term goals; our ability to protect our information systems; additional impairment charges; our ability to successfully manage Company-owned bottling operations; the impact of climate change on our business; global or regional catastrophic events; risks related to our acquisition of Coca-Cola Enterprises Inc.'s North American operations; and other risks discussed in our Company's filings with the Securities and Exchange Commission (SEC), including our Annual Report on Form 10-K, which filings are available from the SEC. You should not place undue reliance on forward-looking statements, which speak only as of the date they are made. The Coca-Cola Company undertakes no obligation to publicly update or revise any forward-looking statements.
Source: The Coca-Cola Company
Released December 1, 2010