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Delaware
(State or other jurisdiction of
incorporation or organization)
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58-0628465
(IRS Employer
Identification No.)
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One Coca-Cola Plaza
Atlanta, Georgia
(Address of principal executive offices)
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30313
(Zip Code)
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Large accelerated filer
ý
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Accelerated filer
o
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Non-accelerated filer
o
(Do not check if a smaller reporting company)
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Smaller reporting company
o
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Class of Common Stock
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Outstanding as of July 25, 2016
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$0.25 Par Value
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4,316,029,450 Shares
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Page Number
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Item 1.
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||
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Condensed Consolidated Statements of Income
Three and six months ended July 1, 2016 and July 3, 2015 |
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Condensed Consolidated Statements of Comprehensive Income
Three and six months ended July 1, 2016 and July 3, 2015 |
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Condensed Consolidated Balance Sheets
July 1, 2016 and December 31, 2015 |
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Condensed Consolidated Statements of Cash Flows
Six months ended July 1, 2016 and July 3, 2015 |
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Item 2.
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Item 3.
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Item 4.
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Item 1.
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Item 1A.
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Item 2.
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Item 6.
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Three Months Ended
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Six Months Ended
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||||||||||
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July 1,
2016 |
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July 3,
2015 |
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July 1,
2016 |
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July 3,
2015 |
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||||
NET OPERATING REVENUES
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$
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11,539
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$
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12,156
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$
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21,821
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$
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22,867
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Cost of goods sold
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4,471
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4,748
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8,540
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8,851
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||||
GROSS PROFIT
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7,068
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7,408
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13,281
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14,016
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Selling, general and administrative expenses
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3,912
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4,204
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7,673
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8,283
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||||
Other operating charges
|
297
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669
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|
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608
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|
902
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||||
OPERATING INCOME
|
2,859
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2,535
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|
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5,000
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4,831
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||||
Interest income
|
164
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|
149
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|
|
308
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|
304
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||||
Interest expense
|
162
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128
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|
|
303
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|
575
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||||
Equity income (loss) — net
|
305
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|
200
|
|
|
397
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|
202
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||||
Other income (loss) — net
|
1,133
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1,605
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|
791
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1,580
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INCOME BEFORE INCOME TAXES
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4,299
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4,361
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6,193
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6,342
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Income taxes
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839
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1,250
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1,240
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1,665
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CONSOLIDATED NET INCOME
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3,460
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3,111
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4,953
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4,677
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Less: Net income (loss) attributable to noncontrolling interests
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12
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3
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22
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12
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NET INCOME ATTRIBUTABLE TO SHAREOWNERS OF
THE COCA-COLA COMPANY
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$
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3,448
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$
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3,108
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$
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4,931
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$
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4,665
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BASIC NET INCOME PER SHARE
1
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$
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0.80
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$
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0.71
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$
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1.14
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$
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1.07
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DILUTED NET INCOME PER SHARE
1
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$
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0.79
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$
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0.71
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$
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1.13
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$
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1.06
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DIVIDENDS PER SHARE
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$
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0.35
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$
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0.33
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$
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0.70
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$
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0.66
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AVERAGE SHARES OUTSTANDING
|
4,323
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4,355
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4,325
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4,360
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Effect of dilutive securities
|
54
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53
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54
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55
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AVERAGE SHARES OUTSTANDING ASSUMING DILUTION
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4,377
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4,408
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4,379
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4,415
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Three Months Ended
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Six Months Ended
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||||||||||
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July 1,
2016 |
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July 3,
2015 |
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July 1,
2016 |
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July 3,
2015 |
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CONSOLIDATED NET INCOME
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$
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3,460
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$
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3,111
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$
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4,953
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$
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4,677
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Other comprehensive income:
|
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||||||||
Net foreign currency translation adjustment
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606
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(792
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)
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329
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(2,278
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)
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||||
Net gain (loss) on derivatives
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(138
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)
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(33
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)
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(565
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)
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301
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Net unrealized gain (loss) on available-for-sale securities
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109
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(882
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)
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161
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(1,093
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)
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Net change in pension and other benefit liabilities
|
58
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40
|
|
|
89
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|
105
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TOTAL COMPREHENSIVE INCOME (LOSS)
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4,095
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1,444
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4,967
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1,712
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Less: Comprehensive income (loss) attributable to noncontrolling interests
|
11
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3
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15
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6
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TOTAL COMPREHENSIVE INCOME (LOSS) ATTRIBUTABLE TO SHAREOWNERS OF THE COCA-COLA COMPANY
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$
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4,084
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$
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1,441
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$
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4,952
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$
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1,706
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July 1,
2016 |
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December 31,
2015 |
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ASSETS
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CURRENT ASSETS
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Cash and cash equivalents
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$
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9,647
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$
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7,309
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Short-term investments
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11,755
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8,322
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TOTAL CASH, CASH EQUIVALENTS AND SHORT-TERM INVESTMENTS
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21,402
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15,631
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Marketable securities
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2,673
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4,269
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Trade accounts receivable, less allowances of $354 and $352, respectively
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4,768
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3,941
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Inventories
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3,005
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2,902
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Prepaid expenses and other assets
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3,332
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2,752
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Assets held for sale
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693
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3,900
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TOTAL CURRENT ASSETS
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35,873
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33,395
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EQUITY METHOD INVESTMENTS
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16,215
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12,318
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OTHER INVESTMENTS
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1,284
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3,470
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OTHER ASSETS
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4,370
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4,110
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PROPERTY, PLANT AND EQUIPMENT, less accumulated depreciation of
$10,469 and $9,783, respectively
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12,663
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12,571
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TRADEMARKS WITH INDEFINITE LIVES
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6,038
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5,989
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BOTTLERS' FRANCHISE RIGHTS WITH INDEFINITE LIVES
|
5,616
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6,000
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GOODWILL
|
11,204
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11,289
|
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OTHER INTANGIBLE ASSETS
|
831
|
|
854
|
|
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TOTAL ASSETS
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$
|
94,094
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$
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89,996
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LIABILITIES AND EQUITY
|
|
|
||||
CURRENT LIABILITIES
|
|
|
||||
Accounts payable and accrued expenses
|
$
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10,235
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$
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9,660
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Loans and notes payable
|
13,901
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13,129
|
|
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Current maturities of long-term debt
|
4,895
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|
2,676
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|
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Accrued income taxes
|
375
|
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331
|
|
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Liabilities held for sale
|
138
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1,133
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|
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TOTAL CURRENT LIABILITIES
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29,544
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26,929
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|
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LONG-TERM DEBT
|
29,252
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28,311
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|
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OTHER LIABILITIES
|
3,963
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|
4,301
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|
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DEFERRED INCOME TAXES
|
4,497
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|
4,691
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|
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THE COCA-COLA COMPANY SHAREOWNERS' EQUITY
|
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||||
Common stock, $0.25 par value; Authorized — 11,200 shares;
Issued — 7,040 and 7,040 shares, respectively
|
1,760
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1,760
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|
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Capital surplus
|
14,710
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14,016
|
|
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Reinvested earnings
|
66,921
|
|
65,018
|
|
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Accumulated other comprehensive income (loss)
|
(10,153
|
)
|
(10,174
|
)
|
||
Treasury stock, at cost — 2,725 and 2,716 shares, respectively
|
(46,601
|
)
|
(45,066
|
)
|
||
EQUITY ATTRIBUTABLE TO SHAREOWNERS OF THE COCA-COLA COMPANY
|
26,637
|
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25,554
|
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EQUITY ATTRIBUTABLE TO NONCONTROLLING INTERESTS
|
201
|
|
210
|
|
||
TOTAL EQUITY
|
26,838
|
|
25,764
|
|
||
TOTAL LIABILITIES AND EQUITY
|
$
|
94,094
|
|
$
|
89,996
|
|
|
Six Months Ended
|
|||||
|
July 1,
2016 |
|
July 3,
2015 |
|
||
OPERATING ACTIVITIES
|
|
|
||||
Consolidated net income
|
$
|
4,953
|
|
$
|
4,677
|
|
Depreciation and amortization
|
903
|
|
961
|
|
||
Stock-based compensation expense
|
119
|
|
117
|
|
||
Deferred income taxes
|
(178
|
)
|
643
|
|
||
Equity (income) loss — net of dividends
|
(224
|
)
|
(44
|
)
|
||
Foreign currency adjustments
|
118
|
|
(144
|
)
|
||
Significant (gains) losses on sales of assets — net
|
(762
|
)
|
(1,346
|
)
|
||
Other operating charges
|
210
|
|
609
|
|
||
Other items
|
(125
|
)
|
609
|
|
||
Net change in operating assets and liabilities
|
(1,194
|
)
|
(964
|
)
|
||
Net cash provided by operating activities
|
3,820
|
|
5,118
|
|
||
INVESTING ACTIVITIES
|
|
|
||||
Purchases of investments
|
(9,045
|
)
|
(6,981
|
)
|
||
Proceeds from disposals of investments
|
9,518
|
|
6,316
|
|
||
Acquisitions of businesses, equity method investments and nonmarketable securities
|
(723
|
)
|
(2,284
|
)
|
||
Proceeds from disposals of businesses, equity method investments and nonmarketable securities
|
420
|
|
413
|
|
||
Purchases of property, plant and equipment
|
(1,085
|
)
|
(1,114
|
)
|
||
Proceeds from disposals of property, plant and equipment
|
41
|
|
33
|
|
||
Other investing activities
|
(63
|
)
|
(139
|
)
|
||
Net cash provided by (used in) investing activities
|
(937
|
)
|
(3,756
|
)
|
||
FINANCING ACTIVITIES
|
|
|
||||
Issuances of debt
|
15,947
|
|
24,878
|
|
||
Payments of debt
|
(12,750
|
)
|
(22,358
|
)
|
||
Issuances of stock
|
1,108
|
|
410
|
|
||
Purchases of stock for treasury
|
(2,156
|
)
|
(1,298
|
)
|
||
Dividends
|
(3,017
|
)
|
(2,877
|
)
|
||
Other financing activities
|
85
|
|
115
|
|
||
Net cash provided by (used in) financing activities
|
(783
|
)
|
(1,130
|
)
|
||
EFFECT OF EXCHANGE RATE CHANGES ON CASH AND CASH EQUIVALENTS
|
238
|
|
(385
|
)
|
||
CASH AND CASH EQUIVALENTS
|
|
|
||||
Net increase (decrease) during the period
|
2,338
|
|
(153
|
)
|
||
Balance at beginning of period
|
7,309
|
|
8,958
|
|
||
Balance at end of period
|
$
|
9,647
|
|
$
|
8,805
|
|
|
June 12, 2015
|
|
|
Equity investment in Monster
|
$
|
3,066
|
|
Expansion of distribution territories
|
1,035
|
|
|
Monster non-energy drink business
|
95
|
|
|
Total assets and business acquired
|
$
|
4,196
|
|
|
July 1, 2016
|
|
|
December 31, 2015
|
|
|
||
Cash, cash equivalents and short-term investments
|
$
|
14
|
|
|
$
|
143
|
|
|
Trade accounts receivable, less allowances
|
51
|
|
|
485
|
|
|
||
Inventories
|
45
|
|
|
276
|
|
|
||
Prepaid expenses and other assets
|
8
|
|
|
83
|
|
|
||
Equity method investments
|
83
|
|
|
92
|
|
|
||
Other assets
|
14
|
|
|
25
|
|
|
||
Property, plant and equipment — net
|
316
|
|
|
2,021
|
|
|
||
Bottlers' franchise rights with indefinite lives
|
302
|
|
|
1,020
|
|
|
||
Goodwill
|
132
|
|
|
333
|
|
|
||
Other intangible assets
|
70
|
|
|
115
|
|
|
||
Allowance for reduction of assets held for sale
|
(342
|
)
|
|
(693
|
)
|
|
||
Total assets
|
$
|
693
|
|
1
|
$
|
3,900
|
|
3
|
Accounts payable and accrued expenses
|
$
|
21
|
|
|
$
|
712
|
|
|
Current maturities of long-term debt
|
—
|
|
|
12
|
|
|
||
Accrued income taxes
|
1
|
|
|
4
|
|
|
||
Long-term debt
|
46
|
|
|
74
|
|
|
||
Other liabilities
|
2
|
|
|
79
|
|
|
||
Deferred income taxes
|
68
|
|
|
252
|
|
|
||
Total liabilities
|
$
|
138
|
|
2
|
$
|
1,133
|
|
4
|
2
|
Consists of total liabilities relating to North America refranchising of
$67 million
and Coca-Cola Beverages Africa Limited of
$71 million
, which are included in the Bottling Investments and Eurasia and Africa operating segments.
|
4
|
Consists of total liabilities relating to CCEP of
$924 million
, North America refranchising of
$123 million
and Coca-Cola Beverages Africa Limited of
$86 million
, which are included in the Bottling Investments and Eurasia and Africa operating segments.
|
|
July 1, 2016
|
|
December 31, 2015
|
|
||
Marketable securities
|
$
|
265
|
|
$
|
229
|
|
Other assets
|
100
|
|
93
|
|
||
Total
|
$
|
365
|
|
$
|
322
|
|
|
|
Gross Unrealized
|
|
Estimated
|
|
||||||||
|
Cost
|
|
Gains
|
|
Losses
|
|
|
Fair Value
|
|
||||
Available-for-sale securities:
1
|
|
|
|
|
|
||||||||
Equity securities
|
$
|
1,260
|
|
$
|
603
|
|
$
|
(47
|
)
|
|
$
|
1,816
|
|
Debt securities
|
3,476
|
|
109
|
|
(5
|
)
|
|
3,580
|
|
||||
Total
|
$
|
4,736
|
|
$
|
712
|
|
$
|
(52
|
)
|
|
$
|
5,396
|
|
|
|
Gross Unrealized
|
|
Estimated
|
|
||||||||
|
Cost
|
|
Gains
|
|
Losses
|
|
|
Fair Value
|
|
||||
Available-for-sale securities:
1
|
|
|
|
|
|
||||||||
Equity securities
|
$
|
3,573
|
|
$
|
485
|
|
$
|
(84
|
)
|
|
$
|
3,974
|
|
Debt securities
|
4,593
|
|
64
|
|
(25
|
)
|
|
4,632
|
|
||||
Total
|
$
|
8,166
|
|
$
|
549
|
|
$
|
(109
|
)
|
|
$
|
8,606
|
|
|
Three Months Ended
|
|
Six Months Ended
|
||||||||||
|
July 1, 2016
|
|
July 3, 2015
|
|
|
July 1, 2016
|
|
July 3, 2015
|
|
||||
Gross gains
|
$
|
10
|
|
$
|
7
|
|
|
$
|
110
|
|
$
|
41
|
|
Gross losses
|
(6
|
)
|
(5
|
)
|
|
(36
|
)
|
(12
|
)
|
||||
Proceeds
|
2,301
|
|
862
|
|
|
6,817
|
|
2,304
|
|
|
July 1,
2016 |
|
December 31,
2015 |
|
||
Cash and cash equivalents
|
$
|
793
|
|
$
|
361
|
|
Marketable securities
|
2,408
|
|
4,040
|
|
||
Other investments
|
1,099
|
|
3,280
|
|
||
Other assets
|
1,096
|
|
925
|
|
||
Total
|
$
|
5,396
|
|
$
|
8,606
|
|
|
Cost
|
|
Estimated Fair Value
|
|
||
Within 1 year
|
$
|
1,270
|
|
$
|
1,270
|
|
After 1 year through 5 years
|
1,763
|
|
1,825
|
|
||
After 5 years through 10 years
|
129
|
|
146
|
|
||
After 10 years
|
314
|
|
339
|
|
||
Equity securities
|
1,260
|
|
1,816
|
|
||
Total
|
$
|
4,736
|
|
$
|
5,396
|
|
|
July 1,
2016 |
|
December 31,
2015 |
|
||
Raw materials and packaging
|
$
|
1,655
|
|
$
|
1,564
|
|
Finished goods
|
1,034
|
|
1,032
|
|
||
Other
|
316
|
|
306
|
|
||
Total inventories
|
$
|
3,005
|
|
$
|
2,902
|
|
|
|
Fair Value
1,2
|
|||||
Derivatives Designated as Hedging Instruments
|
Balance Sheet Location
1
|
July 1, 2016
|
|
December 31, 2015
|
|
||
Assets:
|
|
|
|
||||
Foreign currency contracts
|
Prepaid expenses and other assets
|
$
|
452
|
|
$
|
572
|
|
Foreign currency contracts
|
Other assets
|
146
|
|
246
|
|
||
Commodity contracts
|
Prepaid expenses and other assets
|
1
|
|
1
|
|
||
Interest rate contracts
|
Prepaid expenses and other assets
|
3
|
|
20
|
|
||
Interest rate contracts
|
Other assets
|
307
|
|
62
|
|
||
Total assets
|
|
$
|
909
|
|
$
|
901
|
|
Liabilities:
|
|
|
|
||||
Foreign currency contracts
|
Accounts payable and accrued expenses
|
$
|
242
|
|
$
|
51
|
|
Foreign currency contracts
|
Other liabilities
|
77
|
|
75
|
|
||
Interest rate contracts
|
Accounts payable and accrued expenses
|
297
|
|
53
|
|
||
Interest rate contracts
|
Other liabilities
|
71
|
|
231
|
|
||
Total liabilities
|
|
$
|
687
|
|
$
|
410
|
|
|
|
Fair Value
1,2
|
|||||
Derivatives Not Designated as Hedging Instruments
|
Balance Sheet Location
1
|
July 1, 2016
|
|
December 31, 2015
|
|
||
Assets:
|
|
|
|
||||
Foreign currency contracts
|
Prepaid expenses and other assets
|
$
|
236
|
|
$
|
105
|
|
Foreign currency contracts
|
Other assets
|
1
|
|
241
|
|
||
Commodity contracts
|
Prepaid expenses and other assets
|
19
|
|
2
|
|
||
Commodity contracts
|
Other assets
|
5
|
|
1
|
|
||
Other derivative instruments
|
Prepaid expenses and other assets
|
7
|
|
17
|
|
||
Other derivative instruments
|
Other assets
|
—
|
|
3
|
|
||
Total assets
|
|
$
|
268
|
|
$
|
369
|
|
Liabilities:
|
|
|
|
||||
Foreign currency contracts
|
Accounts payable and accrued expenses
|
$
|
105
|
|
$
|
59
|
|
Foreign currency contracts
|
Other liabilities
|
6
|
|
9
|
|
||
Commodity contracts
|
Accounts payable and accrued expenses
|
75
|
|
154
|
|
||
Commodity contracts
|
Other liabilities
|
1
|
|
19
|
|
||
Interest rate contracts
|
Other liabilities
|
1
|
|
1
|
|
||
Other derivative instruments
|
Accounts payable and accrued expenses
|
2
|
|
5
|
|
||
Other derivative instruments
|
Other liabilities
|
3
|
|
2
|
|
||
Total liabilities
|
|
$
|
193
|
|
$
|
249
|
|
|
Gain (Loss) Recognized
in OCI
|
|
Location of Gain (Loss)
Recognized in Income
1
|
Gain (Loss)
Reclassified from
AOCI into Income
(Effective Portion)
|
|
Gain (Loss) Recognized in Income (Ineffective Portion and Amount Excluded from Effectiveness Testing)
|
|
|
|||
Foreign currency contracts
|
$
|
46
|
|
Net operating revenues
|
$
|
138
|
|
$
|
(1
|
)
|
|
Foreign currency contracts
|
(19
|
)
|
Cost of goods sold
|
13
|
|
(1
|
)
|
|
|||
Foreign currency contracts
|
—
|
|
Interest expense
|
(2
|
)
|
—
|
|
|
|||
Foreign currency contracts
|
(53
|
)
|
Other income (loss) — net
|
(45
|
)
|
—
|
|
|
|||
Interest rate contracts
|
(95
|
)
|
Interest expense
|
(2
|
)
|
—
|
|
|
|||
Commodity contracts
|
1
|
|
Cost of goods sold
|
—
|
|
—
|
|
|
|||
Total
|
$
|
(120
|
)
|
|
$
|
102
|
|
$
|
(2
|
)
|
|
|
Gain (Loss) Recognized
in OCI
|
|
Location of Gain (Loss)
Recognized in Income
1
|
Gain (Loss)
Reclassified from
AOCI into Income
(Effective Portion)
|
|
Gain (Loss) Recognized in Income (Ineffective Portion and Amount Excluded from Effectiveness Testing)
|
|
|
|||
Foreign currency contracts
|
$
|
(300
|
)
|
Net operating revenues
|
$
|
278
|
|
$
|
(1
|
)
|
|
Foreign currency contracts
|
(43
|
)
|
Cost of goods sold
|
33
|
|
(1
|
)
|
|
|||
Foreign currency contracts
|
—
|
|
Interest expense
|
(4
|
)
|
—
|
|
|
|||
Foreign currency contracts
|
(11
|
)
|
Other income (loss) — net
|
(2
|
)
|
—
|
|
|
|||
Interest rate contracts
|
(252
|
)
|
Interest expense
|
(4
|
)
|
—
|
|
|
|||
Commodity contracts
|
1
|
|
Cost of goods sold
|
—
|
|
—
|
|
|
|||
Total
|
$
|
(605
|
)
|
|
$
|
301
|
|
$
|
(2
|
)
|
|
|
Gain (Loss)
Recognized
in OCI
|
|
Location of Gain (Loss)
Recognized in Income
1
|
Gain (Loss)
Reclassified from
AOCI into Income
(Effective Portion)
|
|
Gain (Loss) Recognized in Income (Ineffective Portion and Amount Excluded from Effectiveness Testing)
|
|
|
|||
Foreign currency contracts
|
$
|
(38
|
)
|
Net operating revenues
|
$
|
178
|
|
$
|
—
|
|
2
|
Foreign currency contracts
|
11
|
|
Cost of goods sold
|
16
|
|
—
|
|
2
|
|||
Foreign currency contracts
|
—
|
|
Interest expense
|
(2
|
)
|
—
|
|
|
|||
Interest rate contracts
|
168
|
|
Interest expense
|
—
|
|
—
|
|
|
|||
Commodity contracts
|
—
|
|
Cost of goods sold
|
(1
|
)
|
—
|
|
|
|||
Total
|
$
|
141
|
|
|
$
|
191
|
|
$
|
—
|
|
|
|
Gain (Loss)
Recognized
in OCI
|
|
Location of Gain (Loss)
Recognized in Income
1
|
Gain (Loss)
Reclassified from
AOCI into Income
(Effective Portion)
|
|
Gain (Loss) Recognized in Income (Ineffective Portion and Amount Excluded from Effectiveness Testing)
|
|
|
|||
Foreign currency contracts
|
$
|
726
|
|
Net operating revenues
|
$
|
298
|
|
$
|
—
|
|
2
|
Foreign currency contracts
|
30
|
|
Cost of goods sold
|
28
|
|
—
|
|
2
|
|||
Foreign currency contracts
|
18
|
|
Interest expense
|
(4
|
)
|
—
|
|
|
|||
Interest rate contracts
|
36
|
|
Interest expense
|
(3
|
)
|
—
|
|
|
|||
Commodity contracts
|
(1
|
)
|
Cost of goods sold
|
(1
|
)
|
—
|
|
|
|||
Total
|
$
|
809
|
|
|
$
|
318
|
|
$
|
—
|
|
|
Hedging Instruments and Hedged Items
|
Location of Gain (Loss)
Recognized in Income
|
Gain (Loss)
Recognized in Income
1
|
|||||
Three Months Ended
|
|||||||
July 1, 2016
|
|
July 3, 2015
|
|
||||
Interest rate contracts
|
Interest expense
|
$
|
92
|
|
$
|
(251
|
)
|
Fixed-rate debt
|
Interest expense
|
(86
|
)
|
250
|
|
||
Net impact to interest expense
|
|
$
|
6
|
|
$
|
(1
|
)
|
Foreign currency contracts
|
Other income (loss) — net
|
$
|
(21
|
)
|
$
|
23
|
|
Available-for-sale securities
|
Other income (loss) — net
|
26
|
|
(26
|
)
|
||
Net impact to other income (loss) — net
|
|
$
|
5
|
|
$
|
(3
|
)
|
Net impact of fair value hedging instruments
|
|
$
|
11
|
|
$
|
(4
|
)
|
Hedging Instruments and Hedged Items
|
Location of Gain (Loss)
Recognized in Income
|
Gain (Loss)
Recognized in Income
1
|
|||||
Six Months Ended
|
|||||||
July 1, 2016
|
|
July 3, 2015
|
|
||||
Interest rate contracts
|
Interest expense
|
$
|
398
|
|
$
|
(222
|
)
|
Fixed-rate debt
|
Interest expense
|
(363
|
)
|
231
|
|
||
Net impact to interest expense
|
|
$
|
35
|
|
$
|
9
|
|
Foreign currency contracts
|
Other income (loss) — net
|
$
|
30
|
|
$
|
135
|
|
Available-for-sale securities
|
Other income (loss) — net
|
(32
|
)
|
(144
|
)
|
||
Net impact to other income (loss) — net
|
|
$
|
(2
|
)
|
$
|
(9
|
)
|
Net impact of fair value hedging instruments
|
|
$
|
33
|
|
$
|
—
|
|
|
Notional Amount
|
|
Gain (Loss) Recognized in OCI
|
|||||||||||||||||
|
as of
|
|
Three Months Ended
|
|
Six Months Ended
|
|||||||||||||||
|
July 1, 2016
|
|
December 31, 2015
|
|
|
July 1, 2016
|
|
July 3, 2015
|
|
|
July 1, 2016
|
|
July 3, 2015
|
|
||||||
Foreign currency denominated debt
|
$
|
10,737
|
|
$
|
10,912
|
|
|
$
|
265
|
|
$
|
(356
|
)
|
|
$
|
(256
|
)
|
$
|
(282
|
)
|
Foreign currency contracts
|
853
|
|
1,347
|
|
|
(81
|
)
|
(18
|
)
|
|
(226
|
)
|
406
|
|
||||||
Total
|
$
|
11,590
|
|
$
|
12,259
|
|
|
$
|
184
|
|
$
|
(374
|
)
|
|
$
|
(482
|
)
|
$
|
124
|
|
|
|
Three Months Ended
|
|||||
Derivatives Not Designated
as Hedging Instruments |
Location of Gain (Loss)
Recognized in Income |
July 1, 2016
|
|
July 3, 2015
|
|
||
Foreign currency contracts
|
Net operating revenues
|
$
|
(3
|
)
|
$
|
—
|
|
Foreign currency contracts
|
Cost of goods sold
|
7
|
|
1
|
|
||
Foreign currency contracts
|
Other income (loss) — net
|
(54
|
)
|
(32
|
)
|
||
Commodity contracts
|
Net operating revenues
|
4
|
|
4
|
|
||
Commodity contracts
|
Cost of goods sold
|
54
|
|
5
|
|
||
Commodity contracts
|
Selling, general and administrative expenses
|
6
|
|
6
|
|
||
Other derivative instruments
|
Selling, general and administrative expenses
|
—
|
|
1
|
|
||
Other derivative instruments
|
Other income (loss) — net
|
(4
|
)
|
6
|
|
||
Total
|
|
$
|
10
|
|
$
|
(9
|
)
|
|
|
Six Months Ended
|
|||||
Derivatives Not Designated
as Hedging Instruments |
Location of Gain (Loss)
Recognized in Income |
July 1, 2016
|
|
July 3, 2015
|
|
||
Foreign currency contracts
|
Net operating revenues
|
$
|
(28
|
)
|
$
|
9
|
|
Foreign currency contracts
|
Cost of goods sold
|
4
|
|
1
|
|
||
Foreign currency contracts
|
Other income (loss) — net
|
(116
|
)
|
(49
|
)
|
||
Commodity contracts
|
Net operating revenues
|
3
|
|
1
|
|
||
Commodity contracts
|
Cost of goods sold
|
77
|
|
(19
|
)
|
||
Commodity contracts
|
Selling, general and administrative expenses
|
4
|
|
1
|
|
||
Other derivative instruments
|
Selling, general and administrative expenses
|
8
|
|
1
|
|
||
Other derivative instruments
|
Other income (loss) — net
|
(14
|
)
|
(62
|
)
|
||
Total
|
|
$
|
(62
|
)
|
$
|
(117
|
)
|
•
|
AUD
450 million
total principal amount of notes due June 9, 2020, at a fixed interest rate of
2.6 percent
;
|
•
|
AUD
550 million
total principal amount of notes due June 11, 2024, at a fixed interest rate of
3.25 percent
;
|
•
|
$225 million
total principal amount of notes due November 16, 2017, at a variable interest rate equal to the three-month London Interbank Offered Rate ("LIBOR") plus
0.05 percent
;
|
•
|
$1,000 million
total principal amount of notes due May 30, 2019, at a fixed interest rate of
1.375 percent
; and
|
•
|
$500 million
total principal amount of notes due June 1, 2026, at a fixed interest rate of
2.55 percent
.
|
|
July 1, 2016
|
|
|
December 31, 2015
|
|
||
Foreign currency translation adjustment
|
$
|
(8,831
|
)
|
|
$
|
(9,167
|
)
|
Accumulated derivative net gains (losses)
|
131
|
|
|
696
|
|
||
Unrealized net gains (losses) on available-for-sale securities
|
449
|
|
|
288
|
|
||
Adjustments to pension and other benefit liabilities
|
(1,902
|
)
|
|
(1,991
|
)
|
||
Accumulated other comprehensive income (loss)
|
$
|
(10,153
|
)
|
|
$
|
(10,174
|
)
|
|
Six Months Ended July 1, 2016
|
||||||||
|
Shareowners of
The Coca-Cola Company
|
|
Noncontrolling
Interests
|
|
Total
|
|
|||
Consolidated net income
|
$
|
4,931
|
|
$
|
22
|
|
$
|
4,953
|
|
Other comprehensive income:
|
|
|
|
||||||
Net foreign currency translation adjustment
|
336
|
|
(7
|
)
|
329
|
|
|||
Net gain (loss) on derivatives
1
|
(565
|
)
|
—
|
|
(565
|
)
|
|||
Net unrealized gain (loss) on available-for-sale securities
2
|
161
|
|
—
|
|
161
|
|
|||
Net change in pension and other benefit liabilities
|
89
|
|
—
|
|
89
|
|
|||
Total comprehensive income
|
$
|
4,952
|
|
$
|
15
|
|
$
|
4,967
|
|
Three Months Ended July 1, 2016
|
Before-Tax Amount
|
|
|
Income Tax
|
|
|
After-Tax Amount
|
|
|||
Foreign currency translation adjustments:
|
|
|
|
|
|
||||||
Translation adjustment arising during the period
|
$
|
428
|
|
|
$
|
(108
|
)
|
|
$
|
320
|
|
Reclassification adjustments recognized in net income
|
126
|
|
|
—
|
|
|
126
|
|
|||
Gains (losses) on net investment hedges arising during the period
1
|
184
|
|
|
(70
|
)
|
|
114
|
|
|||
Reclassification adjustments for net investment hedges recognized in net income
1
|
77
|
|
|
(30
|
)
|
|
47
|
|
|||
Net foreign currency translation adjustments
|
815
|
|
|
(208
|
)
|
|
607
|
|
|||
Derivatives:
|
|
|
|
|
|
||||||
Gains (losses) arising during the period
|
(122
|
)
|
|
47
|
|
|
(75
|
)
|
|||
Reclassification adjustments recognized in net income
|
(100
|
)
|
|
37
|
|
|
(63
|
)
|
|||
Net gain (loss) on derivatives
1
|
(222
|
)
|
|
84
|
|
|
(138
|
)
|
|||
Available-for-sale securities:
|
|
|
|
|
|
||||||
Unrealized gains (losses) arising during the period
|
161
|
|
|
(49
|
)
|
|
112
|
|
|||
Reclassification adjustments recognized in net income
|
(4
|
)
|
|
1
|
|
|
(3
|
)
|
|||
Net change in unrealized gain (loss) on available-for-sale securities
2
|
157
|
|
|
(48
|
)
|
|
109
|
|
|||
Pension and other benefit liabilities:
|
|
|
|
|
|
||||||
Net pension and other benefits arising during the period
|
(18
|
)
|
|
4
|
|
|
(14
|
)
|
|||
Reclassification adjustments recognized in net income
|
106
|
|
|
(34
|
)
|
|
72
|
|
|||
Net change in pension and other benefit liabilities
3
|
88
|
|
|
(30
|
)
|
|
58
|
|
|||
Other comprehensive income (loss) attributable to The Coca-Cola Company
|
$
|
838
|
|
|
$
|
(202
|
)
|
|
$
|
636
|
|
1
|
Refer to
Note 5
for additional information related to the net gain or loss on derivative instruments designated and qualifying as cash flow hedging instruments and net investment hedging activity.
|
2
|
Includes reclassification adjustments related to divestitures of certain available-for-sale securities. Refer to
Note 3
for additional information related to these divestitures.
|
3
|
Refer to
Note 12
for additional information related to the Company's pension and other postretirement benefit liabilities.
|
Six Months Ended July 1, 2016
|
Before-Tax Amount
|
|
|
Income Tax
|
|
|
After-Tax Amount
|
|
|||
Foreign currency translation adjustments:
|
|
|
|
|
|
||||||
Translation adjustment arising during the period
|
$
|
462
|
|
|
$
|
(2
|
)
|
|
$
|
460
|
|
Reclassification adjustments recognized in net income
|
126
|
|
|
—
|
|
|
126
|
|
|||
Gains (losses) on net investment hedges arising during the period
1
|
(482
|
)
|
|
185
|
|
|
(297
|
)
|
|||
Reclassification adjustments for net investment hedges recognized in net income
1
|
77
|
|
|
(30
|
)
|
|
47
|
|
|||
Net foreign currency translation adjustments
|
183
|
|
|
153
|
|
|
336
|
|
|||
Derivatives:
|
|
|
|
|
|
||||||
Gains (losses) arising during the period
|
(607
|
)
|
|
229
|
|
|
(378
|
)
|
|||
Reclassification adjustments recognized in net income
|
(299
|
)
|
|
112
|
|
|
(187
|
)
|
|||
Net gain (loss) on derivatives
1
|
(906
|
)
|
|
341
|
|
|
(565
|
)
|
|||
Available-for-sale securities:
|
|
|
|
|
|
||||||
Unrealized gains (losses) arising during the period
|
294
|
|
|
(77
|
)
|
|
217
|
|
|||
Reclassification adjustments recognized in net income
|
(74
|
)
|
|
18
|
|
|
(56
|
)
|
|||
Net change in unrealized gain (loss) on available-for-sale securities
2
|
220
|
|
|
(59
|
)
|
|
161
|
|
|||
Pension and other benefit liabilities:
|
|
|
|
|
|
||||||
Net pension and other benefits arising during the period
|
(12
|
)
|
|
1
|
|
|
(11
|
)
|
|||
Reclassification adjustments recognized in net income
|
149
|
|
|
(49
|
)
|
|
100
|
|
|||
Net change in pension and other benefit liabilities
3
|
137
|
|
|
(48
|
)
|
|
89
|
|
|||
Other comprehensive income (loss) attributable to The Coca-Cola Company
|
$
|
(366
|
)
|
|
$
|
387
|
|
|
$
|
21
|
|
1
|
Refer to
Note 5
for additional information related to the net gain or loss on derivative instruments designated and qualifying as cash flow hedging instruments and net investment hedging activity.
|
2
|
Includes reclassification adjustments related to divestitures of certain available-for-sale securities. Refer to
Note 3
for additional information related to these divestitures.
|
3
|
Refer to
Note 12
for additional information related to the Company's pension and other postretirement benefit liabilities.
|
Three Months Ended July 3, 2015
|
Before-Tax Amount
|
|
|
Income Tax
|
|
|
After-Tax Amount
|
|
|||
Foreign currency translation adjustments:
|
|
|
|
|
|
||||||
Translation adjustment arising during the period
|
$
|
(946
|
)
|
|
$
|
154
|
|
|
$
|
(792
|
)
|
Reclassification adjustments recognized in net income
|
—
|
|
|
—
|
|
|
—
|
|
|||
Net foreign currency translation adjustments
|
(946
|
)
|
|
154
|
|
|
(792
|
)
|
|||
Derivatives:
|
|
|
|
|
|
||||||
Gains (losses) arising during the period
|
137
|
|
|
(52
|
)
|
|
85
|
|
|||
Reclassification adjustments recognized in net income
|
(191
|
)
|
|
73
|
|
|
(118
|
)
|
|||
Net gain (loss) on derivatives
1
|
(54
|
)
|
|
21
|
|
|
(33
|
)
|
|||
Available-for-sale securities:
|
|
|
|
|
|
||||||
Unrealized gains (losses) arising during the period
|
(1,116
|
)
|
|
236
|
|
|
(880
|
)
|
|||
Reclassification adjustments recognized in net income
|
(2
|
)
|
|
—
|
|
|
(2
|
)
|
|||
Net change in unrealized gain (loss) on available-for-sale securities
2
|
(1,118
|
)
|
|
236
|
|
|
(882
|
)
|
|||
Pension and other benefit liabilities:
|
|
|
|
|
|
||||||
Net pension and other benefits arising during the period
|
8
|
|
|
1
|
|
|
9
|
|
|||
Reclassification adjustments recognized in net income
|
48
|
|
|
(17
|
)
|
|
31
|
|
|||
Net change in pension and other benefit liabilities
3
|
56
|
|
|
(16
|
)
|
|
40
|
|
|||
Other comprehensive income (loss) attributable to The Coca-Cola Company
|
$
|
(2,062
|
)
|
|
$
|
395
|
|
|
$
|
(1,667
|
)
|
1
|
Refer to
Note 5
for additional information related to the net gain or loss on derivative instruments designated and qualifying as cash flow hedging instruments.
|
2
|
Includes reclassification adjustments related to divestitures of certain available-for-sale securities. Refer to
Note 3
for additional information related to these divestitures.
|
3
|
Refer to
Note 12
for additional information related to the Company's pension and other postretirement benefit liabilities.
|
Six Months Ended July 3, 2015
|
Before-Tax Amount
|
|
|
Income Tax
|
|
|
After-Tax Amount
|
|
|||
Foreign currency translation adjustments:
|
|
|
|
|
|
||||||
Translation adjustment arising during the period
|
$
|
(2,385
|
)
|
|
$
|
64
|
|
|
$
|
(2,321
|
)
|
Reclassification adjustments recognized in net income
|
63
|
|
|
(14
|
)
|
|
49
|
|
|||
Net foreign currency translation adjustments
|
(2,322
|
)
|
|
50
|
|
|
(2,272
|
)
|
|||
Derivatives:
|
|
|
|
|
|
||||||
Gains (losses) arising during the period
|
806
|
|
|
(308
|
)
|
|
498
|
|
|||
Reclassification adjustments recognized in net income
|
(318
|
)
|
|
121
|
|
|
(197
|
)
|
|||
Net gain (loss) on derivatives
1
|
488
|
|
|
(187
|
)
|
|
301
|
|
|||
Available-for-sale securities:
|
|
|
|
|
|
||||||
Unrealized gains (losses) arising during the period
|
(1,428
|
)
|
|
356
|
|
|
(1,072
|
)
|
|||
Reclassification adjustments recognized in net income
|
(29
|
)
|
|
8
|
|
|
(21
|
)
|
|||
Net change in unrealized gain (loss) on available-for-sale securities
2
|
(1,457
|
)
|
|
364
|
|
|
(1,093
|
)
|
|||
Pension and other benefit liabilities:
|
|
|
|
|
|
||||||
Net pension and other benefits arising during the period
|
60
|
|
|
(16
|
)
|
|
44
|
|
|||
Reclassification adjustments recognized in net income
|
95
|
|
|
(34
|
)
|
|
61
|
|
|||
Net change in pension and other benefit liabilities
3
|
155
|
|
|
(50
|
)
|
|
105
|
|
|||
Other comprehensive income (loss) attributable to The Coca-Cola Company
|
$
|
(3,136
|
)
|
|
$
|
177
|
|
|
$
|
(2,959
|
)
|
1
|
Refer to
Note 5
for additional information related to the net gain or loss on derivative instruments designated and qualifying as cash flow hedging instruments.
|
2
|
Includes reclassification adjustments related to divestitures of certain available-for-sale securities. Refer to
Note 3
for additional information related to these divestitures.
|
3
|
Refer to
Note 12
for additional information related to the Company's pension and other postretirement benefit liabilities.
|
|
|
Amount Reclassified from
AOCI into Income
|
|
|||||
Description of AOCI Component
|
Financial Statement Line Item
|
Three Months Ended July 1, 2016
|
Six Months Ended July 1, 2016
|
|
||||
Foreign currency translation adjustments:
|
|
|
|
|
||||
Divestitures, deconsolidations and other
1
|
Other income (loss) — net
|
$
|
203
|
|
$
|
203
|
|
|
|
Income before income taxes
|
203
|
|
203
|
|
|
||
|
Income taxes
|
(30
|
)
|
(30
|
)
|
|
||
|
Consolidated net income
|
$
|
173
|
|
$
|
173
|
|
|
Derivatives:
|
|
|
|
|
||||
Foreign currency contracts
|
Net operating revenues
|
$
|
(137
|
)
|
$
|
(277
|
)
|
|
Foreign currency contracts
|
Cost of goods sold
|
(12
|
)
|
(32
|
)
|
|
||
Foreign currency contracts
|
Other income (loss) — net
|
45
|
|
2
|
|
|
||
Foreign currency and interest rate contracts
|
Interest expense
|
4
|
|
8
|
|
|
||
|
Income before income taxes
|
(100
|
)
|
(299
|
)
|
|
||
|
Income taxes
|
37
|
|
112
|
|
|
||
|
Consolidated net income
|
$
|
(63
|
)
|
$
|
(187
|
)
|
|
Available-for-sale securities:
|
|
|
|
|
||||
Sale of securities
|
Other income (loss) — net
|
$
|
(4
|
)
|
$
|
(74
|
)
|
|
|
Income before income taxes
|
(4
|
)
|
(74
|
)
|
|
||
|
Income taxes
|
1
|
|
18
|
|
|
||
|
Consolidated net income
|
$
|
(3
|
)
|
$
|
(56
|
)
|
|
Pension and other benefit liabilities:
|
|
|
|
|
||||
Divestitures, deconsolidations and other
|
Other income (loss) — net
|
$
|
64
|
|
$
|
64
|
|
|
Recognized net actuarial loss (gain)
|
*
|
47
|
|
95
|
|
|
||
Recognized prior service cost (credit)
|
*
|
(5
|
)
|
(10
|
)
|
|
||
|
Income before income taxes
|
106
|
|
149
|
|
|
||
|
Income taxes
|
(34
|
)
|
(49
|
)
|
|
||
|
Consolidated net income
|
$
|
72
|
|
$
|
100
|
|
|
*
|
This component of AOCI is included in the Company's computation of net periodic benefit cost and is not reclassified out of AOCI into a single line item in our condensed consolidated statements of income in its entirety. Refer to
Note 12
for additional information.
|
|
|
Shareowners of The Coca-Cola Company
|
|
|
|||||||||||||||||
|
Total
|
|
Reinvested
Earnings
|
|
Accumulated
Other
Comprehensive
Income (Loss)
|
|
Common
Stock
|
|
Capital
Surplus
|
|
Treasury
Stock
|
|
Non-
controlling
Interests
|
|
|||||||
December 31, 2015
|
$
|
25,764
|
|
$
|
65,018
|
|
$
|
(10,174
|
)
|
$
|
1,760
|
|
$
|
14,016
|
|
$
|
(45,066
|
)
|
$
|
210
|
|
Comprehensive income (loss)
|
4,967
|
|
4,931
|
|
21
|
|
—
|
|
—
|
|
—
|
|
15
|
|
|||||||
Dividends paid/payable to shareowners of
The Coca-Cola Company
|
(3,028
|
)
|
(3,028
|
)
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|||||||
Dividends paid to noncontrolling interests
|
(18
|
)
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
(18
|
)
|
|||||||
Contributions by noncontrolling interests
|
1
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
1
|
|
|||||||
Purchases of treasury stock
|
(2,187
|
)
|
—
|
|
—
|
|
—
|
|
—
|
|
(2,187
|
)
|
—
|
|
|||||||
Impact related to stock compensation plans
|
1,346
|
|
—
|
|
—
|
|
—
|
|
694
|
|
652
|
|
—
|
|
|||||||
Other activities
|
(7
|
)
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
(7
|
)
|
|||||||
July 1, 2016
|
$
|
26,838
|
|
$
|
66,921
|
|
$
|
(10,153
|
)
|
$
|
1,760
|
|
$
|
14,710
|
|
$
|
(46,601
|
)
|
$
|
201
|
|
|
Accrued
Balance
April 1, 2016
|
|
Costs
Incurred
Three Months Ended
July 1, 2016
|
|
Payments
|
|
Noncash
and
Exchange
|
|
Accrued
Balance
July 1, 2016
|
|
|||||
Severance pay and benefits
|
$
|
104
|
|
$
|
—
|
|
$
|
(35
|
)
|
$
|
7
|
|
$
|
76
|
|
Outside services
|
7
|
|
13
|
|
(11
|
)
|
—
|
|
9
|
|
|||||
Other direct costs
|
22
|
|
52
|
|
(49
|
)
|
(3
|
)
|
22
|
|
|||||
Total
|
$
|
133
|
|
$
|
65
|
|
$
|
(95
|
)
|
$
|
4
|
|
$
|
107
|
|
|
Accrued
Balance
December 31, 2015
|
|
Costs
Incurred
Six Months Ended
July 1, 2016
|
|
Payments
|
|
Noncash
and
Exchange
|
|
Accrued
Balance
July 1, 2016
|
|
|||||
Severance pay and benefits
|
$
|
144
|
|
$
|
12
|
|
$
|
(82
|
)
|
$
|
2
|
|
$
|
76
|
|
Outside services
|
8
|
|
17
|
|
(17
|
)
|
1
|
|
9
|
|
|||||
Other direct costs
|
52
|
|
99
|
|
(87
|
)
|
(42
|
)
|
22
|
|
|||||
Total
|
$
|
204
|
|
$
|
128
|
|
$
|
(186
|
)
|
$
|
(39
|
)
|
$
|
107
|
|
|
Pension Benefits
|
|
Other Benefits
|
||||||||||
|
Three Months Ended
|
||||||||||||
|
July 1,
2016 |
|
July 3,
2015 |
|
|
July 1,
2016 |
|
July 3,
2015 |
|
||||
Service cost
|
$
|
60
|
|
$
|
66
|
|
|
$
|
6
|
|
$
|
7
|
|
Interest cost
|
80
|
|
95
|
|
|
7
|
|
10
|
|
||||
Expected return on plan assets
|
(165
|
)
|
(176
|
)
|
|
(2
|
)
|
(3
|
)
|
||||
Amortization of prior service cost (credit)
|
(1
|
)
|
—
|
|
|
(4
|
)
|
(4
|
)
|
||||
Amortization of net actuarial loss
|
46
|
|
50
|
|
|
1
|
|
2
|
|
||||
Net periodic benefit cost
|
$
|
20
|
|
$
|
35
|
|
|
$
|
8
|
|
$
|
12
|
|
Special termination benefits
1
|
5
|
|
9
|
|
|
—
|
|
—
|
|
||||
Total cost recognized in statements of income
|
$
|
25
|
|
$
|
44
|
|
|
$
|
8
|
|
$
|
12
|
|
|
Pension Benefits
|
|
Other Benefits
|
||||||||||
|
Six Months Ended
|
||||||||||||
|
July 1,
2016 |
|
July 3,
2015 |
|
|
July 1,
2016 |
|
July 3,
2015 |
|
||||
Service cost
|
$
|
119
|
|
$
|
133
|
|
|
$
|
11
|
|
$
|
14
|
|
Interest cost
|
160
|
|
190
|
|
|
15
|
|
19
|
|
||||
Expected return on plan assets
|
(329
|
)
|
(353
|
)
|
|
(5
|
)
|
(6
|
)
|
||||
Amortization of prior service cost (credit)
|
(1
|
)
|
—
|
|
|
(9
|
)
|
(9
|
)
|
||||
Amortization of net actuarial loss
|
92
|
|
99
|
|
|
3
|
|
5
|
|
||||
Net periodic benefit cost
|
$
|
41
|
|
$
|
69
|
|
|
$
|
15
|
|
$
|
23
|
|
Special termination benefits
1
|
13
|
|
9
|
|
|
—
|
|
—
|
|
||||
Total cost recognized in statements of income
|
$
|
54
|
|
$
|
78
|
|
|
$
|
15
|
|
$
|
23
|
|
|
Six Months Ended July 1, 2016
|
|
|
|
Beginning balance of unrecognized tax benefits
|
$
|
168
|
|
|
Increase related to prior period tax positions
|
161
|
|
1
|
|
Increase related to current period tax positions
|
14
|
|
|
|
Decrease related to settlements with taxing authorities
|
(1
|
)
|
|
|
Increase (decrease) due to effect of foreign currency exchange rate changes
|
(1
|
)
|
|
|
Ending balance of unrecognized tax benefits
|
$
|
341
|
|
|
1
|
The increase is primarily related to a change in judgment about one of the Company’s tax positions as a result of receiving notification of a preliminary settlement of a Competent Authority matter with a foreign jurisdiction. This change in position did not have a material impact on the Company's condensed consolidated statement of income during the three and six months ended July 1, 2016, as it was partially offset by refunds to be received from the foreign jurisdiction.
|
|
Three Months Ended
|
|
Six Months Ended
|
|
||||||||||||
|
July 1, 2016
|
|
|
July 3, 2015
|
|
|
July 1, 2016
|
|
|
July 3, 2015
|
|
|
||||
Productivity and reinvestment program
|
$
|
(24
|
)
|
1
|
$
|
(33
|
)
|
8
|
$
|
(45
|
)
|
1
|
$
|
(75
|
)
|
8
|
Other productivity, integration and restructuring initiatives
|
—
|
|
2
|
—
|
|
9
|
—
|
|
2
|
—
|
|
9
|
||||
Transaction gains and losses
|
26
|
|
3
|
474
|
|
10
|
(117
|
)
|
4
|
464
|
|
11
|
||||
Certain tax matters
|
83
|
|
5
|
16
|
|
12
|
77
|
|
5
|
—
|
|
12
|
||||
Other — net
|
(45
|
)
|
6
|
(38
|
)
|
13
|
(46
|
)
|
7
|
(168
|
)
|
14
|
1
|
Related to charges of
$65 million
and
$128 million
during the
three and six months ended
July 1, 2016
, respectively. These charges were due to the Company's productivity and reinvestment program. Refer to
Note 10
and
Note 11
.
|
2
|
Related to charges of
$41 million
and
$240 million
during the
three and six months ended
July 1, 2016
, respectively. These charges were due to the integration of our German bottling operations. Refer to
Note 10
and
Note 11
.
|
3
|
Related to a net gain of
$1,040 million
that primarily consisted of a
$1,292 million
net noncash gain related to the deconsolidation of our German bottling operations, partially offset by charges of
$251 million
related to
$199 million
of noncash losses due to the refranchising of territories in North America and
$52 million
related to costs incurred to refranchise our North America bottling territories. Refer to Note 2 and
Note 10
.
|
4
|
Related to a net gain of
$643 million
that primarily consisted of a
$1,292 million
net noncash gain related to the deconsolidation of our German bottling operations and an
$18 million
gain related to the disposal of our investment in Keurig. These gains were partially offset by charges of
$665 million
related to
$568 million
of noncash losses due to the refranchising of territories in North America and
$97 million
related to costs incurred to refranchise our North America bottling territories. Refer to Note 2 and
Note 10
.
|
5
|
Primarily related to amounts required to be recorded for changes to our uncertain tax positions, including interest and penalties.
|
6
|
Related to charges of
$125 million
that included a
$100 million
cash contribution to The Coca-Cola Foundation, an
$18 million
charge due to our proportionate share of unusual or infrequent items recorded by certain of our equity method investees and a
$7 million
charge due to tax litigation expense. Refer to
Note 10
.
|
7
|
Related to charges of
$131 million
that included a
$100 million
cash contribution to The Coca-Cola Foundation, a
$21 million
charge due to our proportionate share of unusual or infrequent items recorded by certain of our equity method investees and a
$10 million
charge due to tax litigation expense. Refer to
Note 10
.
|
8
|
Related to charges of
$92 million
and
$182 million
during the
three and six months ended
July 3, 2015
, respectively. These charges were due to the Company's productivity and reinvestment program. Refer to Note 10 and Note 11.
|
9
|
Related to charges of
$94 million
and
$129 million
during the
three and six months ended
July 3, 2015
, respectively. These charges were due to the integration of our German bottling operations. Refer to Note 10 and Note 11.
|
10
|
Related to a net gain of
$1,007 million
that primarily consisted of a
$1,402 million
net gain related to the Monster Transaction, partially offset by a
$380 million
charge due to the impairment of certain trademark assets and
$12 million
of charges due to the refranchising of territories in North America. Refer to Note 2 and Note 10.
|
11
|
Related to a net gain of
$961 million
that primarily consisted of a
$1,402 million
net gain related to the Monster Transaction, partially offset by a
$380 million
charge due to the impairment of certain trademark assets,
$33 million
of charges due to the refranchising of territories in North America, a
$6 million
additional charge related to the sale of a portion of our equity investment in a Brazilian bottling entity, and a
$19 million
charge related to the remeasurement of our equity interest in a South African bottler to fair value. Refer to Note 2 and Note 10.
|
12
|
Primarily related to the settlement of certain prior year audit matters and amounts required to be recorded for changes to our uncertain tax positions, including interest and penalties. The components of the net change in uncertain tax positions were individually insignificant.
|
13
|
Related to charges of
$110 million
that primarily included a
$100 million
cash contribution to The Coca-Cola Foundation and a
$9 million
charge due to our proportionate share of unusual or infrequent items recorded by certain of our equity method investees. Refer to Note 10.
|
14
|
Related to charges of
$638 million
that primarily consisted of a
$100 million
cash contribution to The Coca-Cola Foundation,
$320 million
associated with the early extinguishment of long-term debt,
$27 million
due to the remeasurement of the net monetary assets of our Venezeulan subsidiary into U.S. dollars using the SIMADI exchange rate,
$108 million
due to the write-down we recorded related to receivables from our bottling partner in Venezuela and an impairment of a Venezuelan trademark, and
$82 million
due to our proportionate share of unusual or infrequent items recorded by certain of our equity method investees. Refer to Note 1 and Note 10.
|
•
|
Level 1 — Quoted prices in active markets for identical assets or liabilities.
|
•
|
Level 2 — Observable inputs other than quoted prices included in Level 1. We value assets and liabilities included in this level using dealer and broker quotations, certain pricing models, bid prices, quoted prices for similar assets and liabilities in active markets, or other inputs that are observable or can be corroborated by observable market data.
|
•
|
Level 3 — Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. This includes certain pricing models, discounted cash flow methodologies and similar techniques that use significant unobservable inputs.
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
|
Other
4
|
|
Netting
Adjustment
5
|
|
|
Fair Value
Measurements
|
|
|
||||||
Assets:
|
|
|
|
|
|
|
|
|
|
||||||||||||
Trading securities
1
|
$
|
192
|
|
$
|
108
|
|
$
|
3
|
|
|
$
|
62
|
|
$
|
—
|
|
|
$
|
365
|
|
|
Available-for-sale securities
1
|
1,816
|
|
3,437
|
|
143
|
|
3
|
—
|
|
—
|
|
|
5,396
|
|
|
||||||
Derivatives
2
|
2
|
|
1,175
|
|
—
|
|
|
—
|
|
(787
|
)
|
6
|
390
|
|
7
|
||||||
Total assets
|
$
|
2,010
|
|
$
|
4,720
|
|
$
|
146
|
|
|
$
|
62
|
|
$
|
(787
|
)
|
|
$
|
6,151
|
|
|
Liabilities:
|
|
|
|
|
|
|
|
|
|
||||||||||||
Derivatives
2
|
$
|
43
|
|
$
|
837
|
|
$
|
—
|
|
|
$
|
—
|
|
$
|
(606
|
)
|
|
$
|
274
|
|
7
|
Total liabilities
|
$
|
43
|
|
$
|
837
|
|
$
|
—
|
|
|
$
|
—
|
|
$
|
(606
|
)
|
|
$
|
274
|
|
|
1
|
Refer to
Note 3
for additional information related to the composition of our trading securities and available-for-sale securities.
|
4
|
Certain investments that are measured at fair value using the net asset value per share (or its equivalent) practical expedient have not been categorized in the fair value hierarchy but are included to reconcile to the amounts presented in
Note 3
.
|
7
|
The Company's derivative financial instruments are recorded at fair value in our condensed consolidated balance sheets as follows:
$8 million
in the line item prepaid expenses and other assets; $
382 million
in the line item other assets;
$115 million
in the line item accounts payable and accrued expenses; and $
159 million
in the line item other liabilities. Refer to
Note 5
for additional information related to the composition of our derivative portfolio.
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
|
Other
4
|
|
Netting
Adjustment
5
|
|
|
Fair Value
Measurements
|
|
|
||||||
Assets:
|
|
|
|
|
|
|
|
|
|
||||||||||||
Trading securities
1
|
$
|
183
|
|
$
|
101
|
|
$
|
2
|
|
|
$
|
36
|
|
$
|
—
|
|
|
$
|
322
|
|
|
Available-for-sale securities
1
|
3,913
|
|
4,574
|
|
119
|
|
3
|
—
|
|
—
|
|
|
8,606
|
|
|
||||||
Derivatives
2
|
2
|
|
1,268
|
|
—
|
|
|
—
|
|
(638
|
)
|
6
|
632
|
|
8
|
||||||
Total assets
|
$
|
4,098
|
|
$
|
5,943
|
|
$
|
121
|
|
|
$
|
36
|
|
$
|
(638
|
)
|
|
$
|
9,560
|
|
|
Liabilities:
|
|
|
|
|
|
|
|
|
|
||||||||||||
Derivatives
2
|
$
|
24
|
|
$
|
635
|
|
$
|
—
|
|
|
$
|
—
|
|
$
|
(488
|
)
|
7
|
$
|
171
|
|
8
|
Total liabilities
|
$
|
24
|
|
$
|
635
|
|
$
|
—
|
|
|
$
|
—
|
|
$
|
(488
|
)
|
|
$
|
171
|
|
|
1
|
Refer to
Note 3
for additional information related to the composition of our trading securities and available-for-sale securities.
|
4
|
Certain investments that are measured at fair value using the net asset value per share (or its equivalent) practical expedient have not been categorized in the fair value hierarchy but are included to reconcile to the amounts presented in
Note 3
.
|
7
|
The Company has the right to reclaim
$17 million
in cash collateral it has netted against its derivative position.
|
8
|
The Company's derivative financial instruments are recorded at fair value in our condensed consolidated balance sheets as follows: $
79 million
in the line item prepaid expenses and other assets; $
553 million
in the line item other assets; and $
171 million
in the line item other liabilities. Refer to
Note 5
for additional information related to the composition of our derivative portfolio.
|
|
Gains (Losses)
|
|
||||||||||||||
|
Three Months Ended
|
|
Six Months Ended
|
|
||||||||||||
|
July 1, 2016
|
|
|
July 3, 2015
|
|
|
July 1, 2016
|
|
|
July 3, 2015
|
|
|
||||
Assets held for sale
1
|
$
|
(131
|
)
|
|
$
|
—
|
|
|
$
|
(446
|
)
|
|
$
|
—
|
|
|
Intangible assets
|
—
|
|
|
(380
|
)
|
2
|
—
|
|
|
(432
|
)
|
3
|
||||
Investment in formerly unconsolidated subsidiary
|
—
|
|
|
—
|
|
|
—
|
|
|
(19
|
)
|
4
|
||||
Valuation of shares in equity method investee
|
—
|
|
|
—
|
|
|
—
|
|
|
(6
|
)
|
5
|
||||
Total
|
$
|
(131
|
)
|
|
$
|
(380
|
)
|
|
$
|
(446
|
)
|
|
$
|
(457
|
)
|
|
1
|
The Company is required to record assets and liabilities that are held for sale at the lower of carrying value or fair value less any costs to sell based on the agreed-upon sale price. These losses related to refranchising activities in North America, which were calculated based on Level 3 inputs. Refer to Note 2.
|
2
|
The Company recognized an impairment charge of
$380 million
primarily due to the discontinuation of the energy products in the glacéau portfolio as a result of the Monster Transaction. The loss was derived using a discounted cash flow analysis based on Level 3 inputs. Refer to Note 2 and Note 10.
|
3
|
The Company recognized a loss of
$432 million
, which included the
$380 million
impairment charge primarily due to the discontinuation of the energy products in the glacéau portfolio as a result of the Monster Transaction and a
$52 million
impairment charge on a Venezuelan trademark. The charges were primarily determined by comparing the fair value of the assets to the current carrying value. The fair value of the assets was derived using discounted cash flow analyses based on Level 3 inputs. Refer to Note 1, Note 2 and Note 10.
|
4
|
The Company recognized a loss of
$19 million
on our previously held investment in a South African bottler, which had been accounted for under the equity method of accounting prior to our acquisition of the bottler in February 2015. U.S. GAAP requires the acquirer to remeasure its previously held noncontrolling equity interest in the acquired entity to fair value as of the acquisition date and recognize any gains or losses in earnings. The Company remeasured our equity interest in the South African bottler based on Level 3 inputs. Refer to Note 2 and Note 10.
|
5
|
The Company recognized a loss of
$6 million
as a result of the owners of the majority interest in a Brazilian bottling entity exercising their option to acquire from us a
10 percent
interest in the entity's outstanding shares. The exercise price was lower than our carrying value. This loss was determined using Level 3 inputs. Refer to Note 10.
|
|
Eurasia
& Africa |
|
Europe
|
|
Latin
America |
|
North
America |
|
Asia Pacific
|
|
Bottling
Investments |
|
Corporate
|
|
Eliminations
|
|
Consolidated
|
|
|||||||||
2016
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||
Net operating revenues:
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||
Third party
|
$
|
610
|
|
$
|
1,298
|
|
$
|
921
|
|
$
|
1,677
|
|
$
|
1,401
|
|
$
|
5,571
|
|
$
|
61
|
|
$
|
—
|
|
$
|
11,539
|
|
Intersegment
|
11
|
|
112
|
|
16
|
|
1,032
|
|
159
|
|
44
|
|
2
|
|
(1,376
|
)
|
—
|
|
|||||||||
Total net revenues
|
621
|
|
1,410
|
|
937
|
|
2,709
|
|
1,560
|
|
5,615
|
|
63
|
|
(1,376
|
)
|
11,539
|
|
|||||||||
Operating income (loss)
|
248
|
|
808
|
|
512
|
|
735
|
|
758
|
|
216
|
|
(418
|
)
|
—
|
|
2,859
|
|
|||||||||
Income (loss) before income taxes
|
256
|
|
822
|
|
520
|
|
745
|
|
760
|
|
269
|
|
927
|
|
—
|
|
4,299
|
|
|||||||||
Identifiable operating assets
|
1,200
|
|
3,565
|
|
1,990
|
|
16,706
|
|
2,381
|
|
19,023
|
|
31,730
|
|
—
|
|
76,595
|
|
|||||||||
Noncurrent investments
|
1,303
|
|
96
|
|
743
|
|
112
|
|
161
|
|
11,716
|
|
3,368
|
|
—
|
|
17,499
|
|
|||||||||
2015
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||
Net operating revenues:
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||
Third party
|
$
|
651
|
|
$
|
1,284
|
|
$
|
955
|
|
$
|
1,493
|
|
$
|
1,413
|
|
$
|
6,335
|
|
$
|
25
|
|
$
|
—
|
|
$
|
12,156
|
|
Intersegment
|
7
|
|
151
|
|
18
|
|
1,158
|
|
188
|
|
50
|
|
—
|
|
(1,572
|
)
|
—
|
|
|||||||||
Total net revenues
|
658
|
|
1,435
|
|
973
|
|
2,651
|
|
1,601
|
|
6,385
|
|
25
|
|
(1,572
|
)
|
12,156
|
|
|||||||||
Operating income (loss)
|
275
|
|
836
|
|
525
|
|
754
|
|
761
|
|
164
|
|
(780
|
)
|
—
|
|
2,535
|
|
|||||||||
Income (loss) before income taxes
|
287
|
|
843
|
|
526
|
|
752
|
|
766
|
|
353
|
|
834
|
|
—
|
|
4,361
|
|
|||||||||
Identifiable operating assets
|
1,332
|
|
3,282
|
|
2,169
|
|
17,293
|
|
1,880
|
|
23,273
|
|
28,454
|
|
—
|
|
77,683
|
|
|||||||||
Noncurrent investments
|
1,110
|
|
88
|
|
711
|
|
45
|
|
163
|
|
8,507
|
|
5,149
|
|
—
|
|
15,773
|
|
|||||||||
As of December 31, 2015
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||
Identifiable operating assets
|
$
|
1,148
|
|
$
|
3,008
|
|
$
|
1,627
|
|
$
|
16,396
|
|
$
|
1,639
|
|
$
|
22,688
|
|
$
|
27,702
|
|
$
|
—
|
|
$
|
74,208
|
|
Noncurrent investments
|
1,061
|
|
77
|
|
657
|
|
107
|
|
158
|
|
8,084
|
|
5,644
|
|
—
|
|
15,788
|
|
•
|
Operating income (loss) and income (loss) before income taxes were reduced by
$1 million
for Eurasia and Africa, $
27 million
for North America, $
58 million
for Bottling Investments and $
21 million
for Corporate due to the Company's productivity and reinvestment program as well as other restructuring initiatives. Operating income (loss) and income (loss) before income taxes were increased by
$1 million
for Latin America due to the refinement of previously established accruals related to the Company's productivity and reinvestment program. Refer to
Note 10
and
Note 11
for additional information on each of the Company's productivity, restructuring and integration initiatives.
|
•
|
Operating income (loss) and income (loss) before income taxes were reduced by
$52 million
for Bottling Investments due to costs incurred to refranchise our North America bottling territories. Refer to
Note 10
.
|
•
|
Operating income (loss) and income (loss) before income taxes were reduced by
$8 million
for Bottling Investments and
$24 million
for Corporate related to noncapitalizable transaction costs associated with pending and closed transactions. Refer to
Note 10
.
|
•
|
Operating income (loss) and income (loss) before income taxes were reduced by
$100 million
for Corporate as a result of a cash contribution to The Coca-Cola Foundation. Refer to
Note 10
.
|
•
|
Income (loss) before income taxes was reduced by
$15 million
for Bottling Investments and
$3 million
for Corporate due to the Company's proportionate share of unusual or infrequent items recorded by certain of our equity method investees. Refer to
Note 10
.
|
•
|
Income (loss) before income taxes was reduced by
$199 million
for Bottling Investments primarily due to the refranchising of territories in North America. Refer to Note 2 and
Note 10
.
|
•
|
Income (loss) before income taxes was increased by
$1,323 million
for Corporate as a result of the deconsolidation of our German bottling operations. Refer to Note 2.
|
•
|
Operating income (loss) and income (loss) before income taxes were reduced by
$3 million
for Eurasia and Africa,
$3 million
for Latin America, $
31 million
for North America,
$2 million
for Asia Pacific, $
143 million
for Bottling Investments and $
4 million
for Corporate due to the Company's productivity and reinvestment program as well as other restructuring initiatives. Refer to
Note 10
and
Note 11
.
|
•
|
Operating income (loss) and income (loss) before income taxes were reduced by
$380 million
for Corporate due to an impairment charge primarily related to the discontinuation of the energy products in the glacéau portfolio as a result of the Monster Transaction. Refer to Note 2 and
Note 10
.
|
•
|
Operating income (loss) and income (loss) before income taxes were reduced by
$100 million
for Corporate as a result of a cash contribution to The Coca-Cola Foundation. Refer to
Note 10
.
|
•
|
Income (loss) before income taxes was increased by
$1,402 million
for Corporate as a result of the Monster Transaction. Refer to Note 2 and
Note 10
.
|
•
|
Income (loss) before income taxes was reduced by
$12 million
for Bottling Investments due to the refranchising of territories in North America. Refer to Note 2 and
Note 10
.
|
•
|
Income (loss) before income taxes was reduced by
$5 million
for Europe and
$4 million
for Bottling Investments due to the Company's proportionate share of unusual or infrequent items recorded by certain of our equity method investees. Refer to
Note 10
.
|
|
Eurasia
& Africa |
|
Europe
|
|
Latin
America |
|
North
America |
|
Asia Pacific
|
|
Bottling
Investments |
|
Corporate
|
|
Eliminations
|
|
Consolidated
|
|
|||||||||
2016
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||
Net operating revenues:
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||
Third party
|
$
|
1,150
|
|
$
|
2,367
|
|
$
|
1,838
|
|
$
|
3,098
|
|
$
|
2,503
|
|
$
|
10,822
|
|
$
|
43
|
|
$
|
—
|
|
$
|
21,821
|
|
Intersegment
|
17
|
|
247
|
|
34
|
|
1,975
|
|
292
|
|
85
|
|
5
|
|
(2,655
|
)
|
—
|
|
|||||||||
Total net revenues
|
1,167
|
|
2,614
|
|
1,872
|
|
5,073
|
|
2,795
|
|
10,907
|
|
48
|
|
(2,655
|
)
|
21,821
|
|
|||||||||
Operating income (loss)
|
484
|
|
1,499
|
|
1,035
|
|
1,316
|
|
1,309
|
|
98
|
|
(741
|
)
|
—
|
|
5,000
|
|
|||||||||
Income (loss) before income taxes
|
502
|
|
1,526
|
|
1,038
|
|
1,325
|
|
1,314
|
|
(163
|
)
|
651
|
|
—
|
|
6,193
|
|
|||||||||
2015
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||
Net operating revenues:
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||
Third party
|
$
|
1,289
|
|
$
|
2,352
|
|
$
|
2,002
|
|
$
|
2,769
|
|
$
|
2,569
|
|
$
|
11,821
|
|
$
|
65
|
|
$
|
—
|
|
$
|
22,867
|
|
Intersegment
|
7
|
|
295
|
|
37
|
|
2,199
|
|
317
|
|
95
|
|
—
|
|
(2,950
|
)
|
—
|
|
|||||||||
Total net revenues
|
1,296
|
|
2,647
|
|
2,039
|
|
4,968
|
|
2,886
|
|
11,916
|
|
65
|
|
(2,950
|
)
|
22,867
|
|
|||||||||
Operating income (loss)
|
554
|
|
1,552
|
|
1,103
|
|
1,289
|
|
1,305
|
|
154
|
|
(1,126
|
)
|
—
|
|
4,831
|
|
|||||||||
Income (loss) before income taxes
|
573
|
|
1,567
|
|
1,114
|
|
1,284
|
|
1,314
|
|
307
|
|
183
|
|
—
|
|
6,342
|
|
•
|
Operating income (loss) and income (loss) before income taxes were reduced by
$4 million
for Europe, $
58 million
for North America, $
1 million
for Asia Pacific, $
278 million
for Bottling Investments and $
28 million
for Corporate due to the Company's productivity and reinvestment program as well as other restructuring initiatives. Operating income (loss) and income (loss) before income taxes were increased by
$1 million
for Latin America due to the refinement of previously established accruals related to the Company's productivity and reinvestment program. Refer to
Note 10
and
Note 11
for additional information on each of the Company's productivity, restructuring and integration initiatives.
|
•
|
Operating income (loss) and income (loss) before income taxes were reduced by
$97 million
for Bottling Investments due to costs incurred to refranchise our North America bottling territories. Refer to
Note 10
.
|
•
|
Operating income (loss) and income (loss) before income taxes were reduced by
$8 million
for Bottling Investments and
$25 million
for Corporate related to noncapitalizable transaction costs associated with pending and closed transactions. Refer to
Note 10
.
|
•
|
Operating income (loss) and income (loss) before income taxes were reduced by
$100 million
for Corporate as a result of a cash contribution to The Coca-Cola Foundation. Refer to
Note 10
.
|
•
|
Income (loss) before income taxes was reduced by
$18 million
for Bottling Investments and
$3 million
for Corporate due to the Company's proportionate share of unusual or infrequent items recorded by certain of our equity method investees. Refer to
Note 10
.
|
•
|
Income (loss) before income taxes was reduced by
$568 million
for Bottling Investments primarily due to the refranchising of territories in North America. Refer to Note 2 and
Note 10
.
|
•
|
Income (loss) before income taxes was increased by
$1,323 million
for Corporate as a result of the deconsolidation of our German bottling operations. Refer to Note 2.
|
•
|
Income (loss) before income taxes was increased by
$18 million
for Corporate as a result of the disposal of our investment in Keurig. Refer to Note 2.
|
•
|
Operating income (loss) and income (loss) before income taxes were reduced by
$15 million
for Eurasia and Africa,
$3 million
for Latin America, $
73 million
for North America, $
210 million
for Bottling Investments and $
24 million
for Corporate due to the Company's productivity and reinvestment program as well as other restructuring initiatives. Operating income (loss) and income (loss) before income taxes were increased by
$11 million
for Europe and
$3 million
for Asia Pacific due to the refinement of previously established accruals related to the Company's productivity and reinvestment program. Refer to
Note 10
and
Note 11
.
|
•
|
Operating income (loss) and income (loss) before income taxes were reduced by
$380 million
for Corporate due to an impairment charge primarily related to the discontinuation of the energy products in the glacéau portfolio as a result of the Monster Transaction. Refer to Note 2 and
Note 10
.
|
•
|
Operating income (loss) and income (loss) before income taxes were reduced by
$100 million
for Corporate as a result of a cash contribution to The Coca-Cola Foundation. Refer to
Note 10
.
|
•
|
Income (loss) before income taxes was increased by
$1,402 million
for Corporate as a result of the Monster Transaction. Refer to Note 2 and
Note 10
.
|
•
|
Income (loss) before income taxes was reduced by
$33 million
for Bottling Investments due to the refranchising of territories in North America. Refer to Note 2 and
Note 10
.
|
•
|
Income (loss) before income taxes was reduced by
$320 million
for Corporate due to charges the Company recognized on the early extinguishment of debt. Refer to
Note 10
.
|
•
|
Income (loss) before income taxes was reduced by
$33 million
for Latin America and
$102 million
for Corporate due to the remeasurement of the net monetary assets of our local Venezuelan subsidiary into U.S. dollars using the SIMADI exchange rate, an impairment of a Venezuelan trademark and a write-down the Company recorded on receivables from our bottling partner in Venezuela. Refer to Note 1 and
Note 10
.
|
•
|
Income (loss) before income taxes was reduced by
$19 million
for Corporate as a result of the remeasurement of our previously held equity interest in a South African bottler to fair value upon our acquisition of the bottling operations. Refer to Note 2 and
Note 10
.
|
•
|
Income (loss) before income taxes was reduced by
$6 million
for Corporate as a result of a Brazilian bottling entity's majority interest owners exercising their option to acquire from us an additional equity interest at an exercise price less than that of our carrying value. Refer to
Note 10
.
|
•
|
Income (loss) before income taxes was reduced by
$6 million
for Europe and
$76 million
for Bottling Investments due to the Company's proportionate share of unusual or infrequent items recorded by certain of our equity method investees. Refer to
Note 10
.
|
Cash, cash equivalents and short-term investments
|
$
|
44
|
|
Trade accounts receivable, less allowances
|
77
|
|
|
Inventories
|
97
|
|
|
Prepaid expenses and other assets
|
58
|
|
|
Other investments
|
42
|
|
|
Other assets
|
15
|
|
|
Property, plant and equipment — net
|
704
|
|
|
Bottlers' franchise rights with indefinite lives
|
442
|
|
|
Goodwill
|
81
|
|
|
Total assets
|
$
|
1,560
|
|
Accounts payable and accrued expenses
|
$
|
307
|
|
Accrued income taxes
|
2
|
|
|
Other liabilities
|
8
|
|
|
Deferred income taxes
|
105
|
|
|
Total liabilities
|
$
|
422
|
|
July 1, 2016
|
Estimated Fair
Value
|
|
Carrying
Value
|
|
Difference
|
|
|||
Monster Beverage Corporation
|
$
|
5,437
|
|
$
|
3,176
|
|
$
|
2,261
|
|
Coca-Cola FEMSA, S.A.B. de C.V.
|
4,760
|
|
1,669
|
|
3,091
|
|
|||
Coca-Cola European Partners plc
|
3,106
|
|
3,339
|
|
(233
|
)
|
|||
Coca-Cola HBC AG
|
1,901
|
|
1,152
|
|
749
|
|
|||
Coca-Cola Amatil Limited
|
1,333
|
|
692
|
|
641
|
|
|||
Coca-Cola East Japan Co., Ltd.
|
771
|
|
543
|
|
228
|
|
|||
Coca-Cola İçecek A.Ş.
|
608
|
|
247
|
|
361
|
|
|||
Embotelladora Andina S.A.
|
448
|
|
285
|
|
163
|
|
|||
Coca-Cola Bottling Co. Consolidated
|
359
|
|
108
|
|
251
|
|
|||
Corporación Lindley S.A.
|
210
|
|
83
|
|
127
|
|
|||
Total
|
$
|
18,933
|
|
$
|
11,294
|
|
$
|
7,639
|
|
|
Percent Change 2016 versus 2015
|
|
||||||||
|
Three Months Ended July 1, 2016
|
|
Six Months Ended July 1, 2016
|
|
||||||
|
Unit Cases
1,2,3
|
|
Concentrate
Sales
4
|
|
|
Unit Cases
1,2,3
|
|
Concentrate
Sales
4
|
|
|
Worldwide
|
—
|
%
|
(1
|
)%
|
5
|
1
|
%
|
—
|
%
|
|
Eurasia & Africa
|
(1
|
)%
|
(2
|
)%
|
5
|
(1
|
)%
|
(3
|
)%
|
7
|
Europe
|
—
|
|
(3
|
)
|
6
|
—
|
|
(2
|
)
|
7
|
Latin America
|
—
|
|
1
|
|
|
1
|
|
1
|
|
|
North America
|
1
|
|
1
|
|
|
1
|
|
1
|
|
8
|
Asia Pacific
|
1
|
|
(2
|
)
|
|
3
|
|
2
|
|
|
Bottling Investments
|
(13
|
)
|
N/A
|
|
|
(9
|
)
|
N/A
|
|
|
5
|
After considering the impact of structural changes, concentrate sales volume both worldwide and for Eurasia and Africa for the three months ended July 1, 2016 was even.
|
6
|
After considering the impact of structural changes, concentrate sales volume for Europe for the three months ended July 1, 2016 declined 1 percent.
|
7
|
After considering the impact of structural changes, concentrate sales volume for both Eurasia and Africa and Europe for the six months ended July 1, 2016 declined 1 percent.
|
8
|
After considering the impact of structural changes, concentrate sales volume for North America for the six months ended July 1, 2016 was even.
|
|
Percent Change 2016 versus 2015
|
|||||||||
|
Volume
1
|
|
Acquisitions & Divestitures
|
|
Price, Product &
Geographic Mix
|
|
Currency
Fluctuations
|
|
Total
|
|
Consolidated
|
—%
|
|
(5)%
|
|
3
|
%
|
(3
|
)%
|
(5)%
|
|
Eurasia & Africa
|
—%
|
|
(3)%
|
|
7%
|
|
(10
|
)%
|
(6
|
)%
|
Europe
|
(1
|
)
|
(4
|
)
|
3
|
|
—
|
|
(2
|
)
|
Latin America
|
1
|
|
—
|
|
15
|
|
(20
|
)
|
(4
|
)
|
North America
|
1
|
|
(1
|
)
|
2
|
|
—
|
|
2
|
|
Asia Pacific
|
(2
|
)
|
(1
|
)
|
—
|
|
1
|
|
(2
|
)
|
Bottling Investments
|
(2
|
)
|
(11
|
)
|
2
|
|
(1
|
)
|
(12
|
)
|
Corporate
|
*
|
|
*
|
|
*
|
|
*
|
|
*
|
|
*
|
Calculation is not meaningful.
|
•
|
Eurasia and Africa — favorable price mix in most of the segment's business units, partially offset by unfavorable geographic mix;
|
•
|
Europe — favorable price and product mix;
|
•
|
Latin America — favorable price mix in all four of the segment's business units and the impact of inflationary environments in several markets, partially offset by unfavorable geographic mix;
|
•
|
North America — favorably impacted as a result of price increases and product and package mix; and
|
•
|
Bottling Investments — favorably impacted as a result of price increases and geographic mix.
|
|
Percent Change 2016 versus 2015
|
|||||||||
|
Volume
1
|
|
Acquisitions & Divestitures
|
|
Price, Product &
Geographic Mix
|
|
Currency
Fluctuations
|
|
Total
|
|
Consolidated
|
—%
|
|
(3)%
|
|
2
|
%
|
(4
|
)%
|
(5)%
|
|
Eurasia & Africa
|
(1
|
)%
|
(3)%
|
|
5%
|
|
(11
|
)%
|
(10
|
)%
|
Europe
|
(1
|
)
|
(3
|
)
|
2
|
|
1
|
|
(1
|
)
|
Latin America
|
1
|
|
—
|
|
13
|
|
(22
|
)
|
(8
|
)
|
North America
|
—
|
|
(1
|
)
|
3
|
|
—
|
|
2
|
|
Asia Pacific
|
2
|
|
(2
|
)
|
(2
|
)
|
(1
|
)
|
(3
|
)
|
Bottling Investments
|
(1
|
)
|
(6
|
)
|
1
|
|
(2
|
)
|
(8
|
)
|
Corporate
|
*
|
|
*
|
|
*
|
|
*
|
|
*
|
|
*
|
Calculation is not meaningful.
|
•
|
Eurasia and Africa — favorable price mix in most of the segment's business units and favorable geographic mix;
|
•
|
Europe — favorable price and product mix;
|
•
|
Latin America — favorable price mix in all four of the segment's business units and the impact of inflationary environments in several markets, partially offset by unfavorable geographic mix;
|
•
|
North America — favorably impacted as a result of price increases and product and package mix; and
|
•
|
Asia Pacific — unfavorable product and channel mix.
|
|
Three Months Ended
|
|
Six Months Ended
|
||||||||||
|
July 1, 2016
|
|
July 3, 2015
|
|
|
July 1, 2016
|
|
July 3, 2015
|
|
||||
Stock-based compensation expense
|
$
|
50
|
|
$
|
57
|
|
|
$
|
119
|
|
$
|
117
|
|
Advertising expenses
|
1,002
|
|
1,100
|
|
|
1,905
|
|
2,007
|
|
||||
Selling and distribution expenses
1
|
1,355
|
|
1,560
|
|
|
2,751
|
|
3,084
|
|
||||
Other operating expenses
|
1,505
|
|
1,487
|
|
|
2,898
|
|
3,075
|
|
||||
Total
|
$
|
3,912
|
|
$
|
4,204
|
|
|
$
|
7,673
|
|
$
|
8,283
|
|
|
Three Months Ended
|
|
Six Months Ended
|
||||||||||
|
July 1, 2016
|
|
July 3, 2015
|
|
|
July 1, 2016
|
|
July 3, 2015
|
|
||||
Eurasia & Africa
|
$
|
1
|
|
$
|
3
|
|
|
$
|
—
|
|
$
|
15
|
|
Europe
|
—
|
|
—
|
|
|
4
|
|
(11
|
)
|
||||
Latin America
|
(1
|
)
|
3
|
|
|
(1
|
)
|
36
|
|
||||
North America
|
27
|
|
31
|
|
|
58
|
|
73
|
|
||||
Asia Pacific
|
—
|
|
2
|
|
|
1
|
|
(2
|
)
|
||||
Bottling Investments
|
119
|
|
144
|
|
|
384
|
|
210
|
|
||||
Corporate
|
151
|
|
486
|
|
|
162
|
|
581
|
|
||||
Total
|
$
|
297
|
|
$
|
669
|
|
|
$
|
608
|
|
$
|
902
|
|
|
Three Months Ended
|
|
Six Months Ended
|
||||||
|
July 1, 2016
|
|
July 3, 2015
|
|
|
July 1, 2016
|
|
July 3, 2015
|
|
Eurasia & Africa
|
8.7
|
%
|
10.8
|
%
|
|
9.7
|
%
|
11.5
|
%
|
Europe
|
28.3
|
|
33.0
|
|
|
30.0
|
|
32.1
|
|
Latin America
|
17.9
|
|
20.7
|
|
|
20.7
|
|
22.8
|
|
North America
|
25.7
|
|
29.8
|
|
|
26.3
|
|
26.7
|
|
Asia Pacific
|
26.5
|
|
30.0
|
|
|
26.2
|
|
27.0
|
|
Bottling Investments
|
7.5
|
|
6.5
|
|
|
1.9
|
|
3.2
|
|
Corporate
|
(14.6
|
)
|
(30.8
|
)
|
|
(14.8
|
)
|
(23.3
|
)
|
Total
|
100.0
|
%
|
100.0
|
%
|
|
100.0
|
%
|
100.0
|
%
|
|
Three Months Ended
|
|
Six Months Ended
|
||||||
|
July 1, 2016
|
|
July 3, 2015
|
|
|
July 1, 2016
|
|
July 3, 2015
|
|
Consolidated
|
24.8
|
%
|
20.9
|
%
|
|
22.9
|
%
|
21.1
|
%
|
Eurasia & Africa
|
40.6
|
%
|
42.1
|
%
|
|
42.1
|
%
|
43.0
|
%
|
Europe
|
62.2
|
|
65.2
|
|
|
63.3
|
|
66.0
|
|
Latin America
|
55.6
|
|
54.9
|
|
|
56.3
|
|
55.1
|
|
North America
|
43.8
|
|
50.6
|
|
|
42.5
|
|
46.6
|
|
Asia Pacific
|
54.1
|
|
53.8
|
|
|
52.3
|
|
50.8
|
|
Bottling Investments
|
3.9
|
|
2.6
|
|
|
0.9
|
|
1.3
|
|
Corporate
|
*
|
|
*
|
|
|
*
|
|
*
|
|
*
|
Calculation is not meaningful.
|
|
Three Months Ended
|
|
Six Months Ended
|
|
||||||||||||
|
July 1, 2016
|
|
|
July 3, 2015
|
|
|
July 1, 2016
|
|
|
July 3, 2015
|
|
|
||||
Productivity and reinvestment program
|
$
|
(24
|
)
|
1
|
$
|
(33
|
)
|
8
|
$
|
(45
|
)
|
1
|
$
|
(75
|
)
|
8
|
Other productivity, integration and restructuring initiatives
|
—
|
|
2
|
—
|
|
9
|
—
|
|
2
|
—
|
|
9
|
||||
Transaction gains and losses
|
26
|
|
3
|
474
|
|
10
|
(117
|
)
|
4
|
464
|
|
11
|
||||
Certain tax matters
|
83
|
|
5
|
16
|
|
12
|
77
|
|
5
|
—
|
|
12
|
||||
Other — net
|
(45
|
)
|
6
|
(38
|
)
|
13
|
(46
|
)
|
7
|
(168
|
)
|
14
|
1
|
Related to charges of
$65 million
and
$128 million
during the
three and six months ended
July 1, 2016
, respectively. These charges were due to the Company's productivity and reinvestment program. Refer to
Note 10
and
Note 11
of Notes to Condensed Consolidated Financial Statements.
|
2
|
Related to charges of
$41 million
and
$240 million
during the
three and six months ended
July 1, 2016
, respectively. These charges were due to the integration of our German bottling operations. Refer to
Note 10
and
Note 11
of Notes to Condensed Consolidated Financial Statements.
|
3
|
Related to a net gain of
$1,040 million
that primarily consisted of a
$1,292 million
net noncash gain related to the deconsolidation of our German bottling operations, partially offset by charges of
$251 million
related to
$199 million
of noncash losses due to the refranchising of territories in North America and
$52 million
related to costs incurred to refranchise our North America bottling territories. Refer to Note 2 and
Note 10
of Notes to Condensed Consolidated Financial Statements.
|
4
|
Related to a net gain of
$643 million
that primarily consisted of a
$1,292 million
net noncash gain related to the deconsolidation of our German bottling operations and an
$18 million
gain related to the disposal of our investment in Keurig. These gains were partially offset by charges of
$665 million
related to
$568 million
of noncash losses due to the refranchising of territories in North America and
$97 million
related to costs incurred to refranchise our North America bottling territories. Refer to Note 2 and
Note 10
of Notes to Condensed Consolidated Financial Statements.
|
5
|
Primarily related to amounts required to be recorded for changes to our uncertain tax positions, including interest and penalties.
|
6
|
Related to charges of
$125 million
that included a
$100 million
cash contribution to The Coca-Cola Foundation, an
$18 million
charge due to our proportionate share of unusual or infrequent items recorded by certain of our equity method investees and a
$7 million
charge due to tax litigation expense. Refer to
Note 10
of Notes to Condensed Consolidated Financial Statements.
|
7
|
Related to charges of
$131 million
that included a
$100 million
cash contribution to The Coca-Cola Foundation, a
$21 million
charge due to our proportionate share of unusual or infrequent items recorded by certain of our equity method investees and a
$10 million
charge due to tax litigation expense. Refer to
Note 10
of Notes to Condensed Consolidated Financial Statements.
|
8
|
Related to charges of
$92 million
and
$182 million
during the
three and six months ended
July 3, 2015
, respectively. These charges were due to the Company's productivity and reinvestment program. Refer to Note 10 and Note 11 of Notes to Condensed Consolidated Financial Statements.
|
9
|
Related to charges of
$94 million
and
$129 million
during the
three and six months ended
July 3, 2015
, respectively. These charges were due to the integration of our German bottling operations. Refer to Note 10 and Note 11 of Notes to Condensed Consolidated Financial Statements.
|
10
|
Related to a net gain of
$1,007 million
that primarily consisted of a
$1,402 million
net gain related to the Monster Transaction, partially offset by a
$380 million
charge due to the impairment of certain trademark assets and
$12 million
of charges due to the refranchising of territories in North America. Refer to Note 2 and Note 10 of Notes to Condensed Consolidated Financial Statements.
|
11
|
Related to a net gain of
$961 million
that primarily consisted of a
$1,402 million
net gain related to the Monster Transaction, partially offset by a
$380 million
charge due to the impairment of certain trademark assets,
$33 million
of charges due to the refranchising of territories in North America, a
$6 million
additional charge related to the sale of a portion of our equity investment in a Brazilian bottling entity, and a
$19 million
charge related to the remeasurement of our equity interest in a South African bottler to fair value. Refer to Note 2 and Note 10 of Notes to Condensed Consolidated Financial Statements.
|
12
|
Primarily related to the settlement of certain prior year audit matters and amounts required to be recorded for changes to our uncertain tax positions, including interest and penalties. The components of the net change in uncertain tax positions were individually insignificant.
|
13
|
Related to charges of
$110 million
that primarily included a
$100 million
cash contribution to The Coca-Cola Foundation and a
$9 million
charge due to our proportionate share of unusual or infrequent items recorded by certain of our equity method investees. Refer to Note 10 of Notes to Condensed Consolidated Financial Statements.
|
14
|
Related to charges of
$638 million
that primarily consisted of a
$100 million
cash contribution to The Coca-Cola Foundation,
$320 million
associated with the early extinguishment of long-term debt,
$27 million
due to the remeasurement of the net monetary assets of our Venezeulan subsidiary into U.S. dollars using the SIMADI exchange rate,
$108 million
due to the write-down we recorded related to receivables from our bottling partner in Venezuela and an impairment of a Venezuelan trademark, and
$82 million
due to our proportionate share of unusual or infrequent items recorded by certain of our equity method investees. Refer to Note 1 and Note 10 of Notes to Condensed Consolidated Financial Statements.
|
•
|
AUD
450 million
total principal amount of notes due June 9, 2020, at a fixed interest rate of
2.6 percent
;
|
•
|
AUD
550 million
total principal amount of notes due June 11, 2024, at a fixed interest rate of
3.25 percent
;
|
•
|
$225 million
total principal amount of notes due November 16, 2017, at a variable interest rate equal to the three-month London Interbank Offered Rate ("LIBOR") plus
0.05 percent
;
|
•
|
$1,000 million
total principal amount of notes due May 30, 2019, at a fixed interest rate of
1.375 percent
; and
|
•
|
$500 million
total principal amount of notes due June 1, 2026, at a fixed interest rate of
2.55 percent
.
|
•
|
€2,000 million total principal amount of notes due March 9, 2017, at a variable interest rate equal to the three-month Euro Interbank Offered Rate ("EURIBOR") plus 0.15 percent;
|
•
|
€2,000 million total principal amount of notes due September 9, 2019, at a variable interest rate equal to the three-month EURIBOR plus 0.23 percent;
|
•
|
€1,500 million total principal amount of notes due March 9, 2023, at a fixed interest rate of 0.75 percent;
|
•
|
€1,500 million total principal amount of notes due March 9, 2027, at a fixed interest rate of 1.125 percent; and
|
•
|
€1,500 million total principal amount of notes due March 9, 2035, at a fixed interest rate of 1.625 percent.
|
•
|
$1,148 million total principal amount of notes due November 15, 2017, at a fixed interest rate of 5.35 percent; and
|
•
|
$891 million total principal amount of notes due March 15, 2019, at a fixed interest rate of 4.875 percent.
|
|
July 1, 2016
|
|
December 31, 2015
|
|
Increase
(Decrease)
|
|
|
Percent
Change
|
|
|||
Cash and cash equivalents
|
$
|
9,647
|
|
$
|
7,309
|
|
$
|
2,338
|
|
|
32
|
%
|
Short-term investments
|
11,755
|
|
8,322
|
|
3,433
|
|
|
41
|
|
|||
Marketable securities
|
2,673
|
|
4,269
|
|
(1,596
|
)
|
|
(37
|
)
|
|||
Trade accounts receivable — net
|
4,768
|
|
3,941
|
|
827
|
|
|
21
|
|
|||
Inventories
|
3,005
|
|
2,902
|
|
103
|
|
|
4
|
|
|||
Prepaid expenses and other assets
|
3,332
|
|
2,752
|
|
580
|
|
|
21
|
|
|||
Assets held for sale
|
693
|
|
3,900
|
|
(3,207
|
)
|
|
(82
|
)
|
|||
Equity method investments
|
16,215
|
|
12,318
|
|
3,897
|
|
|
32
|
|
|||
Other investments
|
1,284
|
|
3,470
|
|
(2,186
|
)
|
|
(63
|
)
|
|||
Other assets
|
4,370
|
|
4,110
|
|
260
|
|
|
6
|
|
|||
Property, plant and equipment — net
|
12,663
|
|
12,571
|
|
92
|
|
|
1
|
|
|||
Trademarks with indefinite lives
|
6,038
|
|
5,989
|
|
49
|
|
|
1
|
|
|||
Bottlers' franchise rights with indefinite lives
|
5,616
|
|
6,000
|
|
(384
|
)
|
|
(6
|
)
|
|||
Goodwill
|
11,204
|
|
11,289
|
|
(85
|
)
|
|
(1
|
)
|
|||
Other intangible assets
|
831
|
|
854
|
|
(23
|
)
|
|
(3
|
)
|
|||
Total assets
|
$
|
94,094
|
|
$
|
89,996
|
|
$
|
4,098
|
|
|
5
|
%
|
Accounts payable and accrued expenses
|
$
|
10,235
|
|
$
|
9,660
|
|
$
|
575
|
|
|
6
|
%
|
Loans and notes payable
|
13,901
|
|
13,129
|
|
772
|
|
|
6
|
|
|||
Current maturities of long-term debt
|
4,895
|
|
2,676
|
|
2,219
|
|
|
83
|
|
|||
Accrued income taxes
|
375
|
|
331
|
|
44
|
|
|
13
|
|
|||
Liabilities held for sale
|
138
|
|
1,133
|
|
(995
|
)
|
|
(88
|
)
|
|||
Long-term debt
|
29,252
|
|
28,311
|
|
941
|
|
|
3
|
|
|||
Other liabilities
|
3,963
|
|
4,301
|
|
(338
|
)
|
|
(8
|
)
|
|||
Deferred income taxes
|
4,497
|
|
4,691
|
|
(194
|
)
|
|
(4
|
)
|
|||
Total liabilities
|
$
|
67,256
|
|
$
|
64,232
|
|
$
|
3,024
|
|
|
5
|
%
|
Net assets
|
$
|
26,838
|
|
$
|
25,764
|
|
$
|
1,074
|
|
1
|
4
|
%
|
•
|
Assets held for sale and liabilities held for sale decreased primarily due to the deconsolidation of the Company's German bottling operations which were previously classified as held for sale. Refer to Note 2 of Notes to Condensed Consolidated Financial Statements for additional information.
|
•
|
Equity method investments increased primarily as a result of the Company's new investment in CCEP. Refer to Note 2 of Notes to Condensed Consolidated Financial Statements for additional information.
|
•
|
Other investments decreased primarily due to the disposal of the Company's investment in Keurig, which was accounted for as an available-for-sale security. Refer to Note 2 of Notes to Condensed Consolidated Financial Statements for additional information.
|
•
|
Current maturities of long-term debt increased primarily due to a portion of the Company's long-term debt maturing within the next 12 months and being classified as current. Refer to the heading "Cash Flows from Financing Activities" above for additional information.
|
•
|
Long-term debt increased due to the Company's recent issuances of Australian dollar- and U.S. dollar-denominated debt, partially offset by a portion of the Company's long-term debt maturing within the next 12 months and being classified as current. Refer to the heading "Cash Flows from Financing Activities" above for additional information.
|
Period
|
Total Number
of Shares
Purchased
1
|
|
Average
Price Paid
Per Share
|
|
Total Number
of Shares
Purchased as
Part of the
Publicly
Announced
Plan
2
|
|
Maximum
Number of
Shares That May
Yet Be
Purchased Under
the Publicly
Announced
Plan
|
|
|
April 2, 2016 through April 29, 2016
|
12,195,083
|
|
$
|
44.72
|
|
12,195,083
|
|
204,408,733
|
|
April 30, 2016 through May 27, 2016
|
7,221,117
|
|
$
|
44.91
|
|
7,217,460
|
|
197,191,273
|
|
May 28, 2016 through July 1, 2016
|
8,054,510
|
|
$
|
44.91
|
|
8,050,982
|
|
189,140,291
|
|
Total
|
27,470,710
|
|
$
|
44.82
|
|
27,463,525
|
|
|
|
•
|
should not in all instances be treated as categorical statements of fact, but rather as a way of allocating the risk to one of the parties if those statements prove to be inaccurate;
|
•
|
may have been qualified by disclosures that were made to the other party in connection with the negotiation of the applicable agreement, which disclosures are not necessarily reflected in the agreement;
|
•
|
may apply standards of materiality in a way that is different from what may be viewed as material to you or other investors; and
|
•
|
were made only as of the date of the applicable agreement or such other date or dates as may be specified in the agreement and are subject to more recent developments.
|
Exhibit No.
|
|
(With regard to applicable cross-references in the list of exhibits below, the Company's Current, Quarterly and Annual Reports are filed with the Securities and Exchange Commission (the "SEC") under File No. 001-02217.)
|
|
3.1
|
Certificate of Incorporation of the Company, including Amendment of Certificate of Incorporation, dated July 27, 2012 — incorporated herein by reference to Exhibit 3.1 to the Company's Quarterly Report on Form 10-Q for the quarter ended September 28, 2012.
|
3.2
|
By-Laws of the Company, as amended and restated through September 2, 2015 — incorporated herein by reference to Exhibit 3.2 of the Company's Current Report on Form 8-K filed on September 3, 2015.
|
4.1
|
As permitted by the rules of the SEC, the Company has not filed certain instruments defining the rights of holders of long-term debt of the Company or consolidated subsidiaries under which the total amount of securities authorized does not exceed 10 percent of the total assets of the Company and its consolidated subsidiaries. The Company agrees to furnish to the SEC, upon request, a copy of any omitted instrument.
|
4.2
|
Amended and Restated Indenture, dated as of April 26, 1988, between the Company and Deutsche Bank Trust Company Americas, as successor to Bankers Trust Company, as trustee — incorporated herein by reference to Exhibit 4.1 to the Company's Registration Statement on Form S-3 (Registration No. 33-50743) filed on October 25, 1993.
|
4.3
|
First Supplemental Indenture, dated as of February 24, 1992, to Amended and Restated Indenture, dated as of April 26, 1988, between the Company and Deutsche Bank Trust Company Americas, as successor to Bankers Trust Company, as trustee — incorporated herein by reference to Exhibit 4.2 to the Company's Registration Statement on Form S-3 (Registration No. 33-50743) filed on October 25, 1993.
|
4.4
|
Second Supplemental Indenture, dated as of November 1, 2007, to Amended and Restated Indenture, dated as of April 26, 1988, as amended, between the Company and Deutsche Bank Trust Company Americas, as successor to Bankers Trust Company, as trustee — incorporated herein by reference to Exhibit 4.3 of the Company's Current Report on Form 8-K filed on March 5, 2009.
|
4.5
|
Form of Note for 3.150% Notes due November 15, 2020 — incorporated herein by reference to Exhibit 4.7 to the Company's Current Report on Form 8-K filed on November 18, 2010.
|
4.6
|
Form of Exchange and Registration Rights Agreement among the Company, the representatives of the initial purchasers of the Notes and the other parties named therein — incorporated herein by reference to Exhibit 4.1 to the Company's Current Report on Form 8-K filed on August 8, 2011.
|
4.7
|
Form of Note for 1.80% Notes due September 1, 2016 — incorporated herein by reference to Exhibit 4.13 to the Company's Quarterly Report on Form 10-Q for the quarter ended September 30, 2011.
|
4.8
|
Form of Note for 3.30% Notes due September 1, 2021 — incorporated herein by reference to Exhibit 4.14 to the Company's Quarterly Report on Form 10-Q for the quarter ended September 30, 2011.
|
4.9
|
Form of Note for 1.650% Notes due March 14, 2018 — incorporated herein by reference to Exhibit 4.6 to the Company's Current Report on Form 8-K filed on March 14, 2012.
|
4.10
|
Form of Note for 1.150% Notes due 2018 — incorporated herein by reference to Exhibit 4.5 to the Company's Current Report on Form 8-K filed on March 5, 2013.
|
4.11
|
Form of Note for 2.500% Notes due 2023 — incorporated herein by reference to Exhibit 4.6 to the Company's Current Report on Form 8-K filed on March 5, 2013.
|
4.12
|
Form of Note for Floating Rate Notes due 2016 — incorporated herein by reference to Exhibit 4.4 to the Company's Current Report on Form 8-K filed on November 1, 2013.
|
4.13
|
Form of Note for 0.750% Notes due 2016 — incorporated herein by reference to Exhibit 4.5 to the Company's Current Report on Form 8-K filed on November 1, 2013.
|
4.14
|
Form of Note for 1.650% Notes due 2018 — incorporated herein by reference to Exhibit 4.6 to the Company's Current Report on Form 8-K filed on November 1, 2013.
|
4.15
|
Form of Note for 2.450% Notes due 2020 — incorporated herein by reference to Exhibit 4.7 to the Company's Current Report on Form 8-K filed on November 1, 2013.
|
4.16
|
Form of Note for 3.200% Notes due 2023 — incorporated herein by reference to Exhibit 4.8 to the Company's Current Report on Form 8-K filed on November 1, 2013.
|
4.17
|
Form of Note for 1.875% Notes due 2026 — incorporated herein by reference to Exhibit 4.4 to the Company's Registration Statement on Form 8-A filed on September 19, 2014.
|
4.18
|
Form of Note for 1.125% Notes due 2022 — incorporated herein by reference to Exhibit 4.5 to the Company's Registration Statement on Form 8-A filed on September 19, 2014.
|
4.19
|
Form of Note for Floating Rate Notes due 2017 — incorporated herein by reference to Exhibit 4.4 to the Company's Registration Statement on Form 8-A filed on March 6, 2015.
|
4.20
|
Form of Note for Floating Rate Notes due 2019 — incorporated herein by reference to Exhibit 4.5 to the Company's Registration Statement on Form 8-A filed on March 6, 2015.
|
4.21
|
Form of Note for 0.75% Notes due 2023 — incorporated herein by reference to Exhibit 4.6 to the Company's Registration Statement on Form 8-A filed on March 6, 2015.
|
4.22
|
Form of Note for 1.125% Notes due 2027 — incorporated herein by reference to Exhibit 4.7 to the Company's Registration Statement on Form 8-A filed on March 6, 2015.
|
4.23
|
Form of Note for 1.625% Notes due 2035 — incorporated herein by reference to Exhibit 4.8 to the Company's Registration Statement on Form 8-A filed on March 6, 2015.
|
4.24
|
Form of Note for 0.875% Notes due 2017 — incorporated herein by reference to Exhibit 4.4 to the Company's Current Report on Form 8-K filed on October 27, 2015.
|
4.25
|
Form of Note for 1.875% Notes due 2020 — incorporated herein by reference to Exhibit 4.5 to the Company's Current Report on Form 8-K filed on October 27, 2015.
|
4.26
|
Form of Note for 2.875% Notes due 2025 — incorporated herein by reference to Exhibit 4.6 to the Company's Current Report on Form 8-K filed on October 27, 2015.
|
4.27
|
Form of Note for Floating Rate Notes due 2017 — incorporated herein by reference to Exhibit 4.4 to the Company's Current Report on Form 8-K filed on May 31, 2016.
|
4.28
|
Form of Note for 1.375% Notes due 2019 — incorporated herein by reference to Exhibit 4.5 to the Company's Current Report on Form 8-K filed on May 31, 2016.
|
4.29
|
Form of Note for 2.55% Notes due 2026 — incorporated herein by reference to Exhibit 4.6 to the Company's Current Report on Form 8-K filed on May 31, 2016.
|
10.1
|
Letter, dated May 18, 2016, from the Company to Brian J. Smith.
|
10.2
|
Letter, dated May 18, 2016, from the Company to John Murphy.
|
10.3
|
Letter, dated May 18, 2016, from the Company to Mario Alfredo Rivera Garcia.
|
10.4
|
Separation Agreement between Coca-Cola Pazarlama and Nathan Kalumbu, dated July 1, 2016.
|
12.1
|
Computation of Ratios of Earnings to Fixed Charges.
|
31.1
|
Rule 13a-14(a)/15d-14(a) Certification, executed by Muhtar Kent, Chairman of the Board of Directors and Chief Executive Officer of The Coca-Cola Company.
|
31.2
|
Rule 13a-14(a)/15d-14(a) Certification, executed by Kathy N. Waller, Executive Vice President and Chief Financial Officer of The Coca-Cola Company.
|
32.1
|
Certifications required by Rule 13a-14(b) or Rule 15d-14(b) and Section 1350 of Chapter 63 of Title 18 of the United States Code (18 U.S.C. Section 1350), executed by Muhtar Kent, Chairman of the Board of Directors and Chief Executive Officer of The Coca-Cola Company, and by Kathy N. Waller, Executive Vice President and Chief Financial Officer of The Coca-Cola Company.
|
101
|
The following financial information from The Coca-Cola Company's Quarterly Report on Form 10-Q for the quarter ended July 1, 2016, formatted in XBRL (eXtensible Business Reporting Language): (i) Condensed Consolidated Statements of Income for the three and six months ended July 1, 2016 and July 3, 2015, (ii) Condensed Consolidated Statements of Comprehensive Income for the three and six months ended July 1, 2016 and July 3, 2015, (iii) Condensed Consolidated Balance Sheets as of July 1, 2016 and December 31, 2015, (iv) Condensed Consolidated Statements of Cash Flows for the six months ended July 1, 2016 and July 3, 2015, and (v) Notes to Condensed Consolidated Financial Statements.
|
|
|
THE COCA-COLA COMPANY
(REGISTRANT)
|
|
|
|
|
|
/s/ LARRY M. MARK
|
Date:
|
July 28, 2016
|
Larry M. Mark
Vice President and Controller
(As Principal Accounting Officer)
|
|
|
|
|
|
/s/ MARK RANDAZZA
|
Date:
|
July 28, 2016
|
Mark Randazza
Vice President and Assistant Controller
(On behalf of the Registrant)
|
Exhibit No.
|
|
(With regard to applicable cross-references in the list of exhibits below, the Company's Current, Quarterly and Annual Reports are filed with the Securities and Exchange Commission (the "SEC") under File No. 001-02217.)
|
|
3.1
|
Certificate of Incorporation of the Company, including Amendment of Certificate of Incorporation, dated July 27, 2012 — incorporated herein by reference to Exhibit 3.1 to the Company's Quarterly Report on Form 10-Q for the quarter ended September 28, 2012.
|
3.2
|
By-Laws of the Company, as amended and restated through September 2, 2015 — incorporated herein by reference to Exhibit 3.2 of the Company's Current Report on Form 8-K filed on September 3, 2015.
|
4.1
|
As permitted by the rules of the SEC, the Company has not filed certain instruments defining the rights of holders of long-term debt of the Company or consolidated subsidiaries under which the total amount of securities authorized does not exceed 10 percent of the total assets of the Company and its consolidated subsidiaries. The Company agrees to furnish to the SEC, upon request, a copy of any omitted instrument.
|
4.2
|
Amended and Restated Indenture, dated as of April 26, 1988, between the Company and Deutsche Bank Trust Company Americas, as successor to Bankers Trust Company, as trustee — incorporated herein by reference to Exhibit 4.1 to the Company's Registration Statement on Form S-3 (Registration No. 33-50743) filed on October 25, 1993.
|
4.3
|
First Supplemental Indenture, dated as of February 24, 1992, to Amended and Restated Indenture, dated as of April 26, 1988, between the Company and Deutsche Bank Trust Company Americas, as successor to Bankers Trust Company, as trustee — incorporated herein by reference to Exhibit 4.2 to the Company's Registration Statement on Form S-3 (Registration No. 33-50743) filed on October 25, 1993.
|
4.4
|
Second Supplemental Indenture, dated as of November 1, 2007, to Amended and Restated Indenture, dated as of April 26, 1988, as amended, between the Company and Deutsche Bank Trust Company Americas, as successor to Bankers Trust Company, as trustee — incorporated herein by reference to Exhibit 4.3 of the Company's Current Report on Form 8-K filed on March 5, 2009.
|
4.5
|
Form of Note for 3.150% Notes due November 15, 2020 — incorporated herein by reference to Exhibit 4.7 to the Company's Current Report on Form 8-K filed on November 18, 2010.
|
4.6
|
Form of Exchange and Registration Rights Agreement among the Company, the representatives of the initial purchasers of the Notes and the other parties named therein — incorporated herein by reference to Exhibit 4.1 to the Company's Current Report on Form 8-K filed on August 8, 2011.
|
4.7
|
Form of Note for 1.80% Notes due September 1, 2016 — incorporated herein by reference to Exhibit 4.13 to the Company's Quarterly Report on Form 10-Q for the quarter ended September 30, 2011.
|
4.8
|
Form of Note for 3.30% Notes due September 1, 2021 — incorporated herein by reference to Exhibit 4.14 to the Company's Quarterly Report on Form 10-Q for the quarter ended September 30, 2011.
|
4.9
|
Form of Note for 1.650% Notes due March 14, 2018 — incorporated herein by reference to Exhibit 4.6 to the Company's Current Report on Form 8-K filed on March 14, 2012.
|
4.10
|
Form of Note for 1.150% Notes due 2018 — incorporated herein by reference to Exhibit 4.5 to the Company's Current Report on Form 8-K filed on March 5, 2013.
|
4.11
|
Form of Note for 2.500% Notes due 2023 — incorporated herein by reference to Exhibit 4.6 to the Company's Current Report on Form 8-K filed on March 5, 2013.
|
4.12
|
Form of Note for Floating Rate Notes due 2016 — incorporated herein by reference to Exhibit 4.4 to the Company's Current Report on Form 8-K filed on November 1, 2013.
|
4.13
|
Form of Note for 0.750% Notes due 2016 — incorporated herein by reference to Exhibit 4.5 to the Company's Current Report on Form 8-K filed on November 1, 2013.
|
4.14
|
Form of Note for 1.650% Notes due 2018 — incorporated herein by reference to Exhibit 4.6 to the Company's Current Report on Form 8-K filed on November 1, 2013.
|
4.15
|
Form of Note for 2.450% Notes due 2020 — incorporated herein by reference to Exhibit 4.7 to the Company's Current Report on Form 8-K filed on November 1, 2013.
|
4.16
|
Form of Note for 3.200% Notes due 2023 — incorporated herein by reference to Exhibit 4.8 to the Company's Current Report on Form 8-K filed on November 1, 2013.
|
4.17
|
Form of Note for 1.875% Notes due 2026 — incorporated herein by reference to Exhibit 4.4 to the Company's Registration Statement on Form 8-A filed on September 19, 2014.
|
4.18
|
Form of Note for 1.125% Notes due 2022 — incorporated herein by reference to Exhibit 4.5 to the Company's Registration Statement on Form 8-A filed on September 19, 2014.
|
4.19
|
Form of Note for Floating Rate Notes due 2017 — incorporated herein by reference to Exhibit 4.4 to the Company's Registration Statement on Form 8-A filed on March 6, 2015.
|
4.20
|
Form of Note for Floating Rate Notes due 2019 — incorporated herein by reference to Exhibit 4.5 to the Company's Registration Statement on Form 8-A filed on March 6, 2015.
|
4.21
|
Form of Note for 0.75% Notes due 2023 — incorporated herein by reference to Exhibit 4.6 to the Company's Registration Statement on Form 8-A filed on March 6, 2015.
|
4.22
|
Form of Note for 1.125% Notes due 2027 — incorporated herein by reference to Exhibit 4.7 to the Company's Registration Statement on Form 8-A filed on March 6, 2015.
|
4.23
|
Form of Note for 1.625% Notes due 2035 — incorporated herein by reference to Exhibit 4.8 to the Company's Registration Statement on Form 8-A filed on March 6, 2015.
|
4.24
|
Form of Note for 0.875% Notes due 2017 — incorporated herein by reference to Exhibit 4.4 to the Company's Current Report on Form 8-K filed on October 27, 2015.
|
4.25
|
Form of Note for 1.875% Notes due 2020 — incorporated herein by reference to Exhibit 4.5 to the Company's Current Report on Form 8-K filed on October 27, 2015.
|
4.26
|
Form of Note for 2.875% Notes due 2025 — incorporated herein by reference to Exhibit 4.6 to the Company's Current Report on Form 8-K filed on October 27, 2015.
|
4.27
|
Form of Note for Floating Rate Notes due 2017 — incorporated herein by reference to Exhibit 4.4 to the Company's Current Report on Form 8-K filed on May 31, 2016.
|
4.28
|
Form of Note for 1.375% Notes due 2019 — incorporated herein by reference to Exhibit 4.5 to the Company's Current Report on Form 8-K filed on May 31, 2016.
|
4.29
|
Form of Note for 2.55% Notes due 2026 — incorporated herein by reference to Exhibit 4.6 to the Company's Current Report on Form 8-K filed on May 31, 2016.
|
10.1
|
Letter, dated May 18, 2016, from the Company to Brian J. Smith.
|
10.2
|
Letter, dated May 18, 2016, from the Company to John Murphy.
|
10.3
|
Letter, dated May 18, 2016, from the Company to Mario Alfredo Rivera Garcia.
|
10.4
|
Separation Agreement between Coca-Cola Pazarlama and Nathan Kalumbu, dated July 1, 2016.
|
12.1
|
Computation of Ratios of Earnings to Fixed Charges.
|
31.1
|
Rule 13a-14(a)/15d-14(a) Certification, executed by Muhtar Kent, Chairman of the Board of Directors and Chief Executive Officer of The Coca-Cola Company.
|
31.2
|
Rule 13a-14(a)/15d-14(a) Certification, executed by Kathy N. Waller, Executive Vice President and Chief Financial Officer of The Coca-Cola Company.
|
32.1
|
Certifications required by Rule 13a-14(b) or Rule 15d-14(b) and Section 1350 of Chapter 63 of Title 18 of the United States Code (18 U.S.C. Section 1350), executed by Muhtar Kent, Chairman of the Board of Directors and Chief Executive Officer of The Coca-Cola Company, and by Kathy N. Waller, Executive Vice President and Chief Financial Officer of The Coca-Cola Company.
|
101
|
The following financial information from The Coca-Cola Company's Quarterly Report on Form 10-Q for the quarter ended July 1, 2016, formatted in XBRL (eXtensible Business Reporting Language): (i) Condensed Consolidated Statements of Income for the three and six months ended July 1, 2016 and July 3, 2015, (ii) Condensed Consolidated Statements of Comprehensive Income for the three and six months ended July 1, 2016 and July 3, 2015, (iii) Condensed Consolidated Balance Sheets as of July 1, 2016 and December 31, 2015, (iv) Condensed Consolidated Statements of Cash Flows for the six months ended July 1, 2016 and July 3, 2015, and (v) Notes to Condensed Consolidated Financial Statements.
|
[Letterhead of The Coca-Cola Company]
|
||||
COCA-COLA PLAZA
ATLANTA, GEORGIA
|
||||
|
|
|
|
|
JAMES R. QUINCEY
|
|
|
|
|
PRESIDENT AND CHIEF OPERATING OFFICER
|
|
|
ADDRESS REPLY TO:
|
|
THE COCA-COLA COMPANY
|
|
|
P.O. BOX 1734
|
|
|
|
|
|
ATLANTA, GA 30301
|
|
|
|
|
__________
|
|
|
|
|
404 676-9980
|
|
|
|
|
FAX: 404 676-9980
|
•
|
Your principal location will be Atlanta, Georgia.
|
•
|
Your annual base salary for your new position will be $650,000.
|
•
|
You will continue to be eligible to participate in the annual Performance Incentive Plan. The target annual incentive for a Job Grade 22G is 125% of annual base salary. The actual amount of an incentive award may vary and is based on individual performance and the financial performance of the Company. Awards are made at the discretion of the Compensation Committee of the Board of Directors based upon recommendations by Senior Management. The plan may be modified from time to time.
|
•
|
You will continue to be eligible to participate in The Coca-Cola Company’s Long-Term Incentive program. Awards are made at the discretion of the Compensation Committee of the Board of Directors based upon recommendations by Senior Management. You will be eligible to receive long-term incentive awards within guidelines for the job grade assigned to your position and based upon your personal performance, Company performance, and leadership potential to add value to the Company in the future. As a discretionary program, the award timing, frequency, size and mix of award vehicles are variable.
|
•
|
You are expected to continue to maintain share ownership pursuant to the Company’s share ownership guidelines at a level equal to four times your base salary. You will be asked to provide information in December each year on your progress toward your ownership goal, and that information will be reviewed with the Compensation Committee of the Board of Directors the following February.
|
•
|
You will continue to be eligible for the Company’s Financial Planning and Counseling program which provides reimbursement of certain financial planning and counseling services, up to $10,000 annually, subject to taxes and withholding.
|
•
|
You will continue to be eligible for the Emory Executive Health benefit which includes a comprehensive physical exam and one-on-one medical and lifestyle management consultation.
|
•
|
This letter is provided as information and does not constitute an employment contract.
|
[Letterhead of The Coca-Cola Company]
|
||||
COCA-COLA PLAZA
ATLANTA, GEORGIA
|
||||
|
|
|
|
|
JAMES R. QUINCEY
|
|
|
|
|
PRESIDENT AND CHIEF OPERATING OFFICER
|
|
|
ADDRESS REPLY TO:
|
|
THE COCA-COLA COMPANY
|
|
|
P.O. BOX 1734
|
|
|
|
|
|
ATLANTA, GA 30301
|
|
|
|
|
__________
|
|
|
|
|
404 676-9980
|
|
|
|
|
FAX: 404 676-9980
|
•
|
Your principal place of assignment will be Singapore. Your employer in Singapore will be Coca-Cola Far East Limited - Singapore Branch.
|
•
|
Your annual base salary for your new position will be $500,000.
|
•
|
You will continue to be eligible to participate in the annual Performance Incentive Plan. The target annual incentive for a Job Grade 21 is 100% of annual base salary. The actual amount of an incentive award may vary and is based on individual performance and the financial performance of the Company. Awards are made at the discretion of the Compensation Committee of the Board of Directors based upon recommendations by Senior Management. The plan may be modified from time to time.
|
•
|
You will continue to be eligible to participate in The Coca-Cola Company’s Long-Term Incentive program. Awards are made at the discretion of the Compensation Committee of the Board of Directors based upon recommendations by Senior Management. You will be eligible to receive long-term incentive awards within guidelines for the job grade assigned to your position and based upon your personal performance, Company performance, and leadership potential to add value to the Company in the future. As a discretionary program, the award timing, frequency, size and mix of award vehicles are variable.
|
•
|
You are expected to acquire and maintain share ownership pursuant to the Company’s share ownership guidelines at a level equal to four times your base salary. Because this represents an increase from your prior target level, you will have an additional two years, or until December 31, 2018, to meet your requirement. You will be asked to provide information in December each year on your progress toward your ownership goal, and that information will be reviewed with the Compensation Committee of the Board of Directors the following February.
|
•
|
You will continue to be eligible for the Company’s Financial Planning and Counseling program which provides reimbursement of certain financial planning and counseling services, up to $10,000 at Job Grade 21 annually, subject to taxes and withholding.
|
•
|
You will continue to be eligible for the Emory Executive Health benefit which includes a comprehensive physical exam and one-on-one medical and lifestyle management consultation.
|
•
|
As a mobile assignee, you will continue to participate in the Global Mobility Tier 1 HQ Program and be provided the standard benefits of that program. The duration and type of assignment are contingent upon the business needs of the Company provided suitable performance standards are maintained. The Code of Business Conduct, Confidentiality Agreements, or any other document related to knowledge you acquire of Company business or conducting business remain in effect during international assignments.
|
•
|
This letter is provided as information and does not constitute an employment contract.
|
[Letterhead of The Coca-Cola Company]
|
||||
COCA-COLA PLAZA
ATLANTA, GEORGIA
|
||||
|
|
|
|
|
JAMES R. QUINCEY
|
|
|
|
|
PRESIDENT AND CHIEF OPERATING OFFICER
|
|
|
ADDRESS REPLY TO:
|
|
THE COCA-COLA COMPANY
|
|
|
P.O. BOX 1734
|
|
|
|
|
|
ATLANTA, GA 30301
|
|
|
|
|
__________
|
|
|
|
|
404 676-9980
|
|
|
|
|
FAX: 404 676-9980
|
•
|
Your principal place of assignment will be Atlanta, Georgia. Your employer in Atlanta will be The Coca-Cola Company.
|
•
|
Your annual base salary for your new position will be $490,000.
|
•
|
You will continue to be eligible to participate in the annual Performance Incentive Plan. The target annual incentive for a Job Grade 21 is 100% of annual base salary. The actual amount of an incentive award may vary and is based on individual performance and the financial performance of the Company. Awards are made at the discretion of the Compensation Committee of the Board of Directors based upon recommendations by Senior Management. The plan may be modified from time to time.
|
•
|
You will continue to be eligible to participate in The Coca-Cola Company’s Long-Term Incentive program. Awards are made at the discretion of the Compensation Committee of the Board of Directors based upon recommendations by Senior Management. You will be eligible to receive long-term incentive awards within guidelines for the job grade assigned to your position and based upon your personal performance, Company performance, and leadership potential to add value to the Company in the future. As a discretionary program, the award timing, frequency, size and mix of award vehicles are variable.
|
•
|
You are expected to acquire and maintain share ownership pursuant to the Company’s share ownership guidelines at a level equal to four times your base salary. Because this represents an increase from your prior target level, you will have an additional 2 years, or until December 31, 2019, to meet your requirement. You will be asked to provide information in December each year on your progress toward your ownership goal, and that information will be reviewed with the Compensation Committee of the Board of Directors the following February.
|
•
|
You will continue to be eligible for the Company’s Financial Planning and Counseling program which provides reimbursement of certain financial planning and counseling services, up to $10,000 at Job Grade 21 annually, subject to taxes and withholding.
|
•
|
You will continue to be eligible for the Emory Executive Health benefit which includes a comprehensive physical exam and one-on-one medical and lifestyle management consultation.
|
•
|
As a mobile assignee, you will continue to participate in the Global Mobility Tier 1 HQ Program and be provided the standard benefits of that program. The duration and type of assignment are contingent upon the business needs of the Company provided suitable performance standards are maintained. The Code of Business Conduct, Confidentiality Agreements, or any other document related to knowledge you acquire of Company business or conducting business remain in effect during international assignments.
|
•
|
This letter is provided as information and does not constitute an employment contract.
|
[Letterhead of Coca-Cola Pazarlama]
|
|||
COCA-COLA MEŞRUBAT PAZARLAMA DANIŞMANLIK SAN. VE TİC.A.Ş.
|
|||
|
|
|
|
TEL: 90 (216) 556 20 00 (PBX)
|
|
FAHRETTİN KERİM GÖKAY CADDESİ NO: 35
|
|
FAX: 90 (216) 339 24 82
|
|
ALTUNİZADE, 34662 İSTANBUL/TURKİYE
|
|
|
|
|
1.
|
You will step down from your current position of President, Eurasia and Africa on July 31, 2016. Thereafter, through December 31, 2016, you will work your normal schedule and assist with the transition of your responsibilities and related work as necessary. This will include focusing on key initiatives across the Africa business, including the Africa bottler consolidation.
|
2.
|
Your repatriation date will be October 1, 2016. You will separate from the Company on December 31, 2016 (“Separation Date”).
|
3.
|
The Company will pay to relocate you to Zimbabwe. Your move must be complete, and all requests for reimbursement received, by March 31, 2017.
|
4.
|
Because you will continue to work your normal schedule through your Separation Date, all assignment allowances under the Global Mobility Program will continue through your Separation Date or when you relocate to Zimbabwe, whichever is earlier. All assignment allowances will cease on that date.
|
5.
|
If you sign the enclosed release, you will be eligible for a benefit under the Company’s Severance Pay Plan equivalent to two years of base salary. This amount will be paid in a lump sum amount on or shortly after your Separation Date. This amount is subject to all applicable tax and withholdings, including hypothetical tax.
|
6.
|
You will receive an annual incentive award for 2016. The actual payment amount is contingent upon actual Company performance and your performance. Any award will be paid on or about March 15, 2017. Your participation and any award made to you shall be determined by the Compensation Committee. This amount is subject to all applicable tax and withholdings, including hypothetical tax.
|
7.
|
All options which you previously have received will be exercisable according to the terms of The Coca-Cola Company’s applicable equity plans and programs as well as your related Stock Option Grant Agreements. You are eligible for the Special Equity Program and treatment of your stock options under this program. When you exercise your vested stock options, you will be personally liable for paying any taxes owed on such exercises. You will not receive any additional equity grants.
|
8.
|
All performance share unit (PSU) awards which you previously have received will be treated according to the terms of The Coca-Cola Company’s applicable equity plans and programs as well as your related PSU Agreements. You are eligible for the Special Equity Program and treatment of your PSU awards under this program. You will be personally liable for paying any taxes owed upon receipt of any award.
|
9.
|
Your retirement benefits will consist of those benefits from the Overseas Retirement Plan, the International Thrift Plan, the Mobile Employees Retirement Plan and all other plans in which you participate and in which benefits are vested as of your Separation Date. Your early retirement account under the Mobile Employees Retirement Plan will be vested.
|
10.
|
You will continue to be reimbursed up to $10,000 per year in financial planning and related expenses incurred by you annually up through your Separation Date.
|
11.
|
You are eligible for continuation of medical coverage for six months paid by the Company. Thereafter, you are eligible for another 12 months of continuation coverage at your own expense.
|
12.
|
At age 55, you will be eligible for retiree health and welfare coverage pursuant to the applicable plans of The Coca-Cola Company. This coverage will remain in effect until you are eligible for coverage under the social system of Zimbabwe, which we currently anticipate to be when you reach age 60.
|
13.
|
The Company will provide you with the standard repatriation allowances pursuant to the Global Mobility Program.
|
14.
|
The Company will provide at its expense outplacement/transition services through a designated services provider.
|
15.
|
The terms and conditions in this letter are further conditioned upon your signing and adhering to the attached Full and Complete Release and Agreement on Competition, Trade Secrets and Confidentiality.
|
/s/ Karim Yahi
|
|
|
/s/ Berna Ethem
|
|
Karim Yahi
|
|
|
Berma Ethem
|
|
Finance Director, TCCA
|
|
|
Director, Compensation & Benefits EAG
|
|
Six Months Ended July 1, 2016
|
|
Year Ended December 31,
|
|||||||||||||||
|
2015
|
|
2014
|
|
2013
|
|
2012
|
|
2011
|
|
||||||||
(In millions except ratio)
|
|
|
|
|
|
|
||||||||||||
EARNINGS:
|
|
|
|
|
|
|
||||||||||||
Income from continuing operations before income taxes
|
$
|
6,193
|
|
$
|
9,605
|
|
$
|
9,325
|
|
$
|
11,477
|
|
$
|
11,809
|
|
$
|
11,458
|
|
Fixed charges
|
342
|
|
931
|
|
569
|
|
553
|
|
486
|
|
505
|
|
||||||
Less:
|
|
|
|
|
|
|
||||||||||||
Capitalized interest, net
|
(2
|
)
|
(1
|
)
|
(1
|
)
|
(1
|
)
|
(1
|
)
|
(1
|
)
|
||||||
Equity (income) loss — net of dividends
|
(224
|
)
|
(122
|
)
|
(371
|
)
|
(201
|
)
|
(426
|
)
|
(269
|
)
|
||||||
Adjusted earnings
|
$
|
6,309
|
|
$
|
10,413
|
|
$
|
9,522
|
|
$
|
11,828
|
|
$
|
11,868
|
|
$
|
11,693
|
|
FIXED CHARGES:
|
|
|
|
|
|
|
||||||||||||
Gross interest incurred
|
$
|
305
|
|
$
|
857
|
|
$
|
484
|
|
$
|
464
|
|
$
|
398
|
|
$
|
418
|
|
Interest portion of rent expense
|
37
|
|
74
|
|
85
|
|
89
|
|
88
|
|
87
|
|
||||||
Total fixed charges
|
$
|
342
|
|
$
|
931
|
|
$
|
569
|
|
$
|
553
|
|
$
|
486
|
|
$
|
505
|
|
Ratio of earnings to fixed charges
|
18.4
|
|
11.2
|
|
16.7
|
|
21.4
|
|
24.4
|
|
23.2
|
|
1.
|
I have reviewed this quarterly report on Form 10-Q of The Coca-Cola Company;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
(a)
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
(b)
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
(c)
|
Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
(d)
|
Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
|
5.
|
The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
|
(a)
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
|
(b)
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
|
Date:
|
July 28, 2016
|
|
|
|
|
/
s
/ MUHTAR KENT
|
|
Muhtar Kent
Chairman of the Board of Directors
and Chief Executive Officer
|
1.
|
I have reviewed this quarterly report on Form 10-Q of The Coca-Cola Company;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
(a)
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
(b)
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
(c)
|
Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
(d)
|
Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
|
5.
|
The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
|
(a)
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
|
(b)
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
|
Date:
|
July 28, 2016
|
|
|
|
|
/
s
/ KATHY N. WALLER
|
|
Kathy N. Waller
Executive Vice President and
Chief Financial Officer
|
(1)
|
to my knowledge, the Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
|
(2)
|
the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
|
|
/
s
/ MUHTAR KENT
|
Muhtar Kent
Chairman of the Board of Directors
and Chief Executive Officer
|
July 28, 2016
|
|
|
/
s
/ KATHY N. WALLER
|
Kathy N. Waller
Executive Vice President and
Chief Financial Officer
|
July 28, 2016
|