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Delaware
(State or other jurisdiction of
incorporation or organization)
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58-0628465
(I.R.S. 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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Emerging growth company
o
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If an emerging growth company, indicate by check mark if the Registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
o
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Class of Common Stock
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Outstanding as of April 24, 2017
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$0.25 Par Value
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4,272,559,271 Shares
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Page Number
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Item 1.
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||
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Condensed Consolidated Statements of Income
Three months ended March 31, 2017 and April 1, 2016 |
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Condensed Consolidated Statements of Comprehensive Income
Three months ended March 31, 2017 and April 1, 2016 |
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Condensed Consolidated Balance Sheets
March 31, 2017 and December 31, 2016 |
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Condensed Consolidated Statements of Cash Flows
Three months ended March 31, 2017 and April 1, 2016 |
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Item 2.
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Item 3.
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Item 4.
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Item 1.
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Item 1A.
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Item 2.
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Item 6.
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Three Months Ended
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|||||
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March 31,
2017 |
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April 1,
2016 |
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||
NET OPERATING REVENUES
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$
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9,118
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$
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10,282
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Cost of goods sold
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3,513
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4,069
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GROSS PROFIT
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5,605
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6,213
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Selling, general and administrative expenses
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3,315
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3,761
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Other operating charges
|
308
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|
311
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||
OPERATING INCOME
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1,982
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2,141
|
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Interest income
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155
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|
144
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Interest expense
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192
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141
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Equity income (loss) — net
|
116
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|
92
|
|
||
Other income (loss) — net
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(554
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)
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(342
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)
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INCOME BEFORE INCOME TAXES
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1,507
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1,894
|
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Income taxes
|
323
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|
401
|
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CONSOLIDATED NET INCOME
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1,184
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1,493
|
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||
Less: Net income (loss) attributable to noncontrolling interests
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2
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|
10
|
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NET INCOME ATTRIBUTABLE TO SHAREOWNERS OF
THE COCA-COLA COMPANY
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$
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1,182
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$
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1,483
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BASIC NET INCOME PER SHARE
1
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$
|
0.28
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$
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0.34
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DILUTED NET INCOME PER SHARE
1
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$
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0.27
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$
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0.34
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DIVIDENDS PER SHARE
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$
|
0.37
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$
|
0.35
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AVERAGE SHARES OUTSTANDING
|
4,287
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|
4,328
|
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Effect of dilutive securities
|
47
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|
54
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AVERAGE SHARES OUTSTANDING ASSUMING DILUTION
|
4,334
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|
4,382
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Three Months Ended
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|||||
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March 31,
2017 |
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April 1,
2016 |
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CONSOLIDATED NET INCOME
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$
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1,184
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$
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1,493
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Other comprehensive income:
|
|
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||||
Net foreign currency translation adjustment
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921
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(277
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)
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Net gain (loss) on derivatives
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(121
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)
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(427
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)
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Net unrealized gain (loss) on available-for-sale securities
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159
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52
|
|
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Net change in pension and other benefit liabilities
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41
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31
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|
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TOTAL COMPREHENSIVE INCOME (LOSS)
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2,184
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|
872
|
|
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Less: Comprehensive income (loss) attributable to noncontrolling interests
|
3
|
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4
|
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TOTAL COMPREHENSIVE INCOME (LOSS) ATTRIBUTABLE TO SHAREOWNERS OF THE COCA-COLA COMPANY
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$
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2,181
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$
|
868
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March 31,
2017 |
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December 31,
2016 |
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ASSETS
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|
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||||
CURRENT ASSETS
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||||
Cash and cash equivalents
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$
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12,120
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$
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8,555
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Short-term investments
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9,791
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9,595
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TOTAL CASH, CASH EQUIVALENTS AND SHORT-TERM INVESTMENTS
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21,911
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18,150
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Marketable securities
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3,294
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4,051
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Trade accounts receivable, less allowances of $446 and $466, respectively
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3,702
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3,856
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Inventories
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2,885
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2,675
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Prepaid expenses and other assets
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2,670
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2,481
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Assets held for sale
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5,789
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2,797
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TOTAL CURRENT ASSETS
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40,251
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34,010
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EQUITY METHOD INVESTMENTS
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16,753
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16,260
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OTHER INVESTMENTS
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1,230
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989
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OTHER ASSETS
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4,454
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4,248
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PROPERTY, PLANT AND EQUIPMENT, less accumulated depreciation of
$10,298 and $10,621, respectively
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9,746
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10,635
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TRADEMARKS WITH INDEFINITE LIVES
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6,478
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6,097
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BOTTLERS' FRANCHISE RIGHTS WITH INDEFINITE LIVES
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1,769
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3,676
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GOODWILL
|
10,008
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10,629
|
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OTHER INTANGIBLE ASSETS
|
512
|
|
726
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TOTAL ASSETS
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$
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91,201
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$
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87,270
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LIABILITIES AND EQUITY
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CURRENT LIABILITIES
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Accounts payable and accrued expenses
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$
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10,251
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$
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9,490
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Loans and notes payable
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13,726
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12,498
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Current maturities of long-term debt
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2,185
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3,527
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Accrued income taxes
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268
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307
|
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Liabilities held for sale
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2,226
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|
710
|
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TOTAL CURRENT LIABILITIES
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28,656
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26,532
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LONG-TERM DEBT
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31,538
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29,684
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OTHER LIABILITIES
|
4,041
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4,081
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DEFERRED INCOME TAXES
|
3,899
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3,753
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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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Capital surplus
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15,197
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14,993
|
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Reinvested earnings
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65,099
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65,502
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Accumulated other comprehensive income (loss)
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(10,206
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)
|
(11,205
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)
|
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Treasury stock, at cost — 2,767 and 2,752 shares, respectively
|
(48,974
|
)
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(47,988
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)
|
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EQUITY ATTRIBUTABLE TO SHAREOWNERS OF THE COCA-COLA COMPANY
|
22,876
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23,062
|
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EQUITY ATTRIBUTABLE TO NONCONTROLLING INTERESTS
|
191
|
|
158
|
|
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TOTAL EQUITY
|
23,067
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23,220
|
|
||
TOTAL LIABILITIES AND EQUITY
|
$
|
91,201
|
|
$
|
87,270
|
|
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Three Months Ended
|
|||||
|
March 31,
2017 |
|
April 1,
2016 |
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||
OPERATING ACTIVITIES
|
|
|
||||
Consolidated net income
|
$
|
1,184
|
|
$
|
1,493
|
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Depreciation and amortization
|
328
|
|
458
|
|
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Stock-based compensation expense
|
55
|
|
69
|
|
||
Deferred income taxes
|
(34
|
)
|
(81
|
)
|
||
Equity (income) loss — net of dividends
|
(89
|
)
|
(79
|
)
|
||
Foreign currency adjustments
|
72
|
|
93
|
|
||
Significant (gains) losses on sales of assets — net
|
497
|
|
362
|
|
||
Other operating charges
|
269
|
|
142
|
|
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Other items
|
16
|
|
(173
|
)
|
||
Net change in operating assets and liabilities
|
(1,510
|
)
|
(1,680
|
)
|
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Net cash provided by operating activities
|
788
|
|
604
|
|
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INVESTING ACTIVITIES
|
|
|
||||
Purchases of investments
|
(3,551
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)
|
(4,763
|
)
|
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Proceeds from disposals of investments
|
4,176
|
|
6,010
|
|
||
Acquisitions of businesses, equity method investments and nonmarketable securities
|
(337
|
)
|
(688
|
)
|
||
Proceeds from disposals of businesses, equity method investments and nonmarketable securities
|
1,430
|
|
291
|
|
||
Purchases of property, plant and equipment
|
(442
|
)
|
(536
|
)
|
||
Proceeds from disposals of property, plant and equipment
|
18
|
|
29
|
|
||
Other investing activities
|
(255
|
)
|
5
|
|
||
Net cash provided by (used in) investing activities
|
1,039
|
|
348
|
|
||
FINANCING ACTIVITIES
|
|
|
||||
Issuances of debt
|
11,704
|
|
8,530
|
|
||
Payments of debt
|
(9,223
|
)
|
(6,783
|
)
|
||
Issuances of stock
|
394
|
|
763
|
|
||
Purchases of stock for treasury
|
(1,304
|
)
|
(739
|
)
|
||
Dividends
|
—
|
|
(1,505
|
)
|
||
Other financing activities
|
(36
|
)
|
133
|
|
||
Net cash provided by (used in) financing activities
|
1,535
|
|
399
|
|
||
EFFECT OF EXCHANGE RATE CHANGES ON CASH AND CASH EQUIVALENTS
|
203
|
|
88
|
|
||
CASH AND CASH EQUIVALENTS
|
|
|
||||
Net increase (decrease) during the period
|
3,565
|
|
1,439
|
|
||
Balance at beginning of period
|
8,555
|
|
7,309
|
|
||
Balance at end of period
|
$
|
12,120
|
|
$
|
8,748
|
|
|
March 31,
2017 |
|
|
December 31, 2016
|
|
|
||
Cash, cash equivalents and short-term investments
|
$
|
317
|
|
|
$
|
49
|
|
|
Trade accounts receivable, less allowances
|
264
|
|
|
43
|
|
|
||
Inventories
|
268
|
|
|
264
|
|
|
||
Prepaid expenses and other assets
|
105
|
|
|
114
|
|
|
||
Equity method investments
|
—
|
|
|
1
|
|
|
||
Other investments
|
42
|
|
|
42
|
|
|
||
Other assets
|
19
|
|
|
17
|
|
|
||
Property, plant and equipment — net
|
2,093
|
|
|
1,780
|
|
|
||
Bottlers' franchise rights with indefinite lives
|
2,501
|
|
|
1,388
|
|
|
||
Goodwill
|
744
|
|
|
390
|
|
|
||
Other intangible assets
|
98
|
|
|
51
|
|
|
||
Allowance for reduction of assets held for sale
|
(662
|
)
|
|
(1,342
|
)
|
|
||
Total assets
|
$
|
5,789
|
|
1
|
$
|
2,797
|
|
3
|
Accounts payable and accrued expenses
|
$
|
553
|
|
|
$
|
393
|
|
|
Loans and notes payable
|
745
|
|
|
—
|
|
|
||
Accrued income taxes
|
13
|
|
|
13
|
|
|
||
Other liabilities
|
7
|
|
|
1
|
|
|
||
Deferred income taxes
|
908
|
|
|
303
|
|
|
||
Total liabilities
|
$
|
2,226
|
|
2
|
$
|
710
|
|
4
|
2
|
Consists of total liabilities relating to North America refranchising of
$1,639 million
, China bottling operations of
$584 million
and other liabilities held for sale of
$3 million
, which are included in the Bottling Investments and Corporate operating segments.
|
4
|
Consists of total liabilities relating to North America refranchising of
$224 million
, China bottling operations of
$483 million
and other liabilities held for sale of
$3 million
, which are included in the Bottling Investments and Corporate operating segments.
|
|
March 31,
2017 |
|
December 31, 2016
|
|
||
Marketable securities
|
$
|
296
|
|
$
|
282
|
|
Other assets
|
104
|
|
102
|
|
||
Total
|
$
|
400
|
|
$
|
384
|
|
|
|
Gross Unrealized
|
|
Estimated
|
|
||||||||
|
Cost
|
|
Gains
|
|
Losses
|
|
|
Fair Value
|
|
||||
Available-for-sale securities:
1
|
|
|
|
|
|
||||||||
Equity securities
|
$
|
1,287
|
|
$
|
666
|
|
$
|
(19
|
)
|
|
$
|
1,934
|
|
Debt securities
|
4,766
|
|
79
|
|
(15
|
)
|
|
4,830
|
|
||||
Total
|
$
|
6,053
|
|
$
|
745
|
|
$
|
(34
|
)
|
|
$
|
6,764
|
|
|
|
Gross Unrealized
|
|
Estimated
|
|
||||||||
|
Cost
|
|
Gains
|
|
Losses
|
|
|
Fair Value
|
|
||||
Available-for-sale securities:
1
|
|
|
|
|
|
||||||||
Equity securities
|
$
|
1,252
|
|
$
|
425
|
|
$
|
(22
|
)
|
|
$
|
1,655
|
|
Debt securities
|
4,700
|
|
89
|
|
(31
|
)
|
|
4,758
|
|
||||
Total
|
$
|
5,952
|
|
$
|
514
|
|
$
|
(53
|
)
|
|
$
|
6,413
|
|
|
March 31,
2017 |
|
December 31,
2016 |
|
||
Cash and cash equivalents
|
$
|
1,521
|
|
$
|
682
|
|
Marketable securities
|
2,998
|
|
3,769
|
|
||
Other investments
|
1,088
|
|
849
|
|
||
Other assets
|
1,157
|
|
1,113
|
|
||
Total
|
$
|
6,764
|
|
$
|
6,413
|
|
|
Cost
|
|
Estimated Fair Value
|
|
||
Within 1 year
|
$
|
1,996
|
|
$
|
1,996
|
|
After 1 year through 5 years
|
2,318
|
|
2,353
|
|
||
After 5 years through 10 years
|
176
|
|
193
|
|
||
After 10 years
|
276
|
|
288
|
|
||
Equity securities
|
1,287
|
|
1,934
|
|
||
Total
|
$
|
6,053
|
|
$
|
6,764
|
|
|
March 31,
2017 |
|
December 31,
2016 |
|
||
Raw materials and packaging
|
$
|
1,654
|
|
$
|
1,565
|
|
Finished goods
|
962
|
|
844
|
|
||
Other
|
269
|
|
266
|
|
||
Total inventories
|
$
|
2,885
|
|
$
|
2,675
|
|
|
|
Fair Value
1,2
|
|||||
Derivatives Designated as Hedging Instruments
|
Balance Sheet Location
1
|
March 31,
2017 |
|
December 31, 2016
|
|
||
Assets:
|
|
|
|
||||
Foreign currency contracts
|
Prepaid expenses and other assets
|
$
|
237
|
|
$
|
400
|
|
Foreign currency contracts
|
Other assets
|
77
|
|
60
|
|
||
Interest rate contracts
|
Other assets
|
77
|
|
105
|
|
||
Total assets
|
|
$
|
391
|
|
$
|
565
|
|
Liabilities:
|
|
|
|
||||
Foreign currency contracts
|
Accounts payable and accrued expenses
|
$
|
90
|
|
$
|
40
|
|
Foreign currency contracts
|
Other liabilities
|
68
|
|
54
|
|
||
Commodity contracts
|
Accounts payable and accrued expenses
|
1
|
|
1
|
|
||
Interest rate contracts
|
Accounts payable and accrued expenses
|
36
|
|
36
|
|
||
Interest rate contracts
|
Other liabilities
|
60
|
|
47
|
|
||
Total liabilities
|
|
$
|
255
|
|
$
|
178
|
|
|
|
Fair Value
1,2
|
|||||
Derivatives Not Designated as Hedging Instruments
|
Balance Sheet Location
1
|
March 31,
2017 |
|
December 31, 2016
|
|
||
Assets:
|
|
|
|
||||
Foreign currency contracts
|
Prepaid expenses and other assets
|
$
|
50
|
|
$
|
284
|
|
Commodity contracts
|
Prepaid expenses and other assets
|
32
|
|
27
|
|
||
Commodity contracts
|
Other assets
|
1
|
|
1
|
|
||
Other derivative instruments
|
Prepaid expenses and other assets
|
4
|
|
4
|
|
||
Other derivative instruments
|
Other assets
|
—
|
|
1
|
|
||
Total assets
|
|
$
|
87
|
|
$
|
317
|
|
Liabilities:
|
|
|
|
||||
Foreign currency contracts
|
Accounts payable and accrued expenses
|
$
|
23
|
|
$
|
60
|
|
Foreign currency contracts
|
Other liabilities
|
17
|
|
16
|
|
||
Commodity contracts
|
Accounts payable and accrued expenses
|
4
|
|
16
|
|
||
Commodity contracts
|
Other liabilities
|
1
|
|
1
|
|
||
Interest rate contracts
|
Accounts payable and accrued expenses
|
—
|
|
8
|
|
||
Interest rate contracts
|
Other liabilities
|
—
|
|
1
|
|
||
Other derivative instruments
|
Accounts payable and accrued expenses
|
3
|
|
2
|
|
||
Other derivative instruments
|
Other liabilities
|
2
|
|
5
|
|
||
Total liabilities
|
|
$
|
50
|
|
$
|
109
|
|
|
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
|
$
|
(87
|
)
|
Net operating revenues
|
$
|
107
|
|
$
|
—
|
|
2
|
Foreign currency contracts
|
(11
|
)
|
Cost of goods sold
|
3
|
|
—
|
|
2
|
|||
Foreign currency contracts
|
—
|
|
Interest expense
|
(2
|
)
|
—
|
|
|
|||
Foreign currency contracts
|
15
|
|
Other income (loss) — net
|
27
|
|
(8
|
)
|
|
|||
Interest rate contracts
|
1
|
|
Interest expense
|
(8
|
)
|
—
|
|
|
|||
Commodity contracts
|
(1
|
)
|
Cost of goods sold
|
1
|
|
—
|
|
|
|||
Total
|
$
|
(83
|
)
|
|
$
|
128
|
|
$
|
(8
|
)
|
|
|
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
|
$
|
(346
|
)
|
Net operating revenues
|
$
|
140
|
|
$
|
—
|
|
2
|
Foreign currency contracts
|
(24
|
)
|
Cost of goods sold
|
20
|
|
—
|
|
2
|
|||
Foreign currency contracts
|
—
|
|
Interest expense
|
(2
|
)
|
—
|
|
|
|||
Foreign currency contracts
|
42
|
|
Other income (loss) — net
|
43
|
|
—
|
|
|
|||
Commodity contracts
|
(157
|
)
|
Cost of goods sold
|
(2
|
)
|
—
|
|
|
|||
Total
|
$
|
(485
|
)
|
|
$
|
199
|
|
$
|
—
|
|
|
Hedging Instruments and Hedged Items
|
Location of Gain (Loss)
Recognized in Income
|
Gain (Loss)
Recognized in Income
1
|
|||||
Three Months Ended
|
|||||||
March 31, 2017
|
|
April 1, 2016
|
|
||||
Interest rate contracts
|
Interest expense
|
$
|
(42
|
)
|
$
|
306
|
|
Fixed-rate debt
|
Interest expense
|
33
|
|
(277
|
)
|
||
Net impact to interest expense
|
|
$
|
(9
|
)
|
$
|
29
|
|
Foreign currency contracts
|
Other income (loss) — net
|
$
|
(19
|
)
|
$
|
51
|
|
Available-for-sale securities
|
Other income (loss) — net
|
22
|
|
(58
|
)
|
||
Net impact to other income (loss) — net
|
|
$
|
3
|
|
$
|
(7
|
)
|
Net impact of fair value hedging instruments
|
|
$
|
(6
|
)
|
$
|
22
|
|
|
Notional Amount
|
|
Gain (Loss) Recognized in OCI
|
||||||||||
|
as of
|
|
Three Months Ended
|
||||||||||
|
March 31,
2017 |
|
December 31, 2016
|
|
|
March 31, 2017
|
|
April 1,
2016 |
|
||||
Foreign currency contracts
|
$
|
5
|
|
$
|
100
|
|
|
$
|
(13
|
)
|
$
|
(145
|
)
|
Foreign currency denominated debt
|
11,640
|
|
11,113
|
|
|
2
|
|
(521
|
)
|
||||
Total
|
$
|
11,645
|
|
$
|
11,213
|
|
|
$
|
(11
|
)
|
$
|
(666
|
)
|
|
|
Three Months Ended
|
|||||
Derivatives Not Designated
as Hedging Instruments |
Location of Gain (Loss)
Recognized in Income |
March 31, 2017
|
|
April 1, 2016
|
|
||
Foreign currency contracts
|
Net operating revenues
|
$
|
(10
|
)
|
$
|
(25
|
)
|
Foreign currency contracts
|
Cost of goods sold
|
—
|
|
(3
|
)
|
||
Foreign currency contracts
|
Other income (loss) — net
|
36
|
|
(62
|
)
|
||
Commodity contracts
|
Net operating revenues
|
(3
|
)
|
(1
|
)
|
||
Commodity contracts
|
Cost of goods sold
|
31
|
|
23
|
|
||
Commodity contracts
|
Selling, general and administrative expenses
|
(1
|
)
|
(2
|
)
|
||
Other derivative instruments
|
Selling, general and administrative expenses
|
12
|
|
8
|
|
||
Other derivative instruments
|
Other income (loss) — net
|
—
|
|
(10
|
)
|
||
Total
|
|
$
|
65
|
|
$
|
(72
|
)
|
•
|
€1,500 million
total principal amount of notes due March 8, 2019 at a variable interest rate equal to the three-month Euro Interbank Offered Rate ("EURIBOR") plus
0.25 percent
;
|
•
|
€500 million
total principal amount of notes due March 9, 2021, at a fixed interest rate of
0.00 percent
; and
|
•
|
€500 million
total principal amount of notes due March 8, 2024, at a fixed interest rate of
0.50 percent
.
|
|
March 31,
2017 |
|
|
December 31, 2016
|
|
||
Foreign currency translation adjustments
|
$
|
(8,860
|
)
|
|
$
|
(9,780
|
)
|
Accumulated derivative net gains (losses)
|
193
|
|
|
314
|
|
||
Unrealized net gains (losses) on available-for-sale securities
|
464
|
|
|
305
|
|
||
Adjustments to pension and other benefit liabilities
|
(2,003
|
)
|
|
(2,044
|
)
|
||
Accumulated other comprehensive income (loss)
|
$
|
(10,206
|
)
|
|
$
|
(11,205
|
)
|
|
Three Months Ended March 31, 2017
|
||||||||
|
Shareowners of
The Coca-Cola Company
|
|
Noncontrolling
Interests
|
|
Total
|
|
|||
Consolidated net income
|
$
|
1,182
|
|
$
|
2
|
|
$
|
1,184
|
|
Other comprehensive income:
|
|
|
|
||||||
Net foreign currency translation adjustment
|
920
|
|
1
|
|
921
|
|
|||
Net gain (loss) on derivatives
1
|
(121
|
)
|
—
|
|
(121
|
)
|
|||
Net change in unrealized gain (loss) on available-for-sale securities
2
|
159
|
|
—
|
|
159
|
|
|||
Net change in pension and other benefit liabilities
3
|
41
|
|
—
|
|
41
|
|
|||
Total comprehensive income
|
$
|
2,181
|
|
$
|
3
|
|
$
|
2,184
|
|
3
|
Refer to
Note 12
for additional information related to the Company's pension and other postretirement benefit liabilities.
|
Three Months Ended March 31, 2017
|
Before-Tax Amount
|
|
|
Income Tax
|
|
|
After-Tax Amount
|
|
|||
Foreign currency translation adjustments:
|
|
|
|
|
|
||||||
Translation adjustments arising during the period
|
$
|
472
|
|
|
$
|
47
|
|
|
$
|
519
|
|
Gains (losses) on intra-entity transactions that are of a long-term-investment nature
|
408
|
|
|
—
|
|
|
408
|
|
|||
Gains (losses) on net investment hedges arising during the period
1
|
(11
|
)
|
|
4
|
|
|
(7
|
)
|
|||
Net foreign currency translation adjustments
|
869
|
|
|
51
|
|
|
920
|
|
|||
Derivatives:
|
|
|
|
|
|
||||||
Gains (losses) arising during the period
|
(78
|
)
|
|
32
|
|
|
(46
|
)
|
|||
Reclassification adjustments recognized in net income
|
(120
|
)
|
|
45
|
|
|
(75
|
)
|
|||
Net gains (losses) on derivatives
1
|
(198
|
)
|
|
77
|
|
|
(121
|
)
|
|||
Available-for-sale securities:
|
|
|
|
|
|
||||||
Unrealized gains (losses) arising during the period
|
258
|
|
|
(87
|
)
|
|
171
|
|
|||
Reclassification adjustments recognized in net income
|
(19
|
)
|
|
7
|
|
|
(12
|
)
|
|||
Net change in unrealized gain (loss) on available-for-sale securities
2
|
239
|
|
|
(80
|
)
|
|
159
|
|
|||
Pension and other benefit liabilities:
|
|
|
|
|
|
||||||
Net pension and other benefit liabilities arising during the period
|
(4
|
)
|
|
19
|
|
|
15
|
|
|||
Reclassification adjustments recognized in net income
|
41
|
|
|
(15
|
)
|
|
26
|
|
|||
Net change in pension and other benefit liabilities
3
|
37
|
|
|
4
|
|
|
41
|
|
|||
Other comprehensive income (loss) attributable to shareowners of The Coca-Cola Company
|
$
|
947
|
|
|
$
|
52
|
|
|
$
|
999
|
|
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.
|
Three Months Ended April 1, 2016
|
Before-Tax Amount
|
|
|
Income Tax
|
|
|
After-Tax Amount
|
|
|||
Foreign currency translation adjustments:
|
|
|
|
|
|
||||||
Translation adjustments arising during the period
|
$
|
34
|
|
|
$
|
106
|
|
|
$
|
140
|
|
Gains (losses) on net investment hedges arising during the period
1
|
(666
|
)
|
|
255
|
|
|
(411
|
)
|
|||
Net foreign currency translation adjustments
|
(632
|
)
|
|
361
|
|
|
(271
|
)
|
|||
Derivatives:
|
|
|
|
|
|
||||||
Gains (losses) arising during the period
|
(485
|
)
|
|
182
|
|
|
(303
|
)
|
|||
Reclassification adjustments recognized in net income
|
(199
|
)
|
|
75
|
|
|
(124
|
)
|
|||
Net gains (losses) on derivatives
1
|
(684
|
)
|
|
257
|
|
|
(427
|
)
|
|||
Available-for-sale securities:
|
|
|
|
|
|
||||||
Unrealized gains (losses) arising during the period
|
133
|
|
|
(28
|
)
|
|
105
|
|
|||
Reclassification adjustments recognized in net income
|
(70
|
)
|
|
17
|
|
|
(53
|
)
|
|||
Net change in unrealized gain (loss) on available-for-sale securities
2
|
63
|
|
|
(11
|
)
|
|
52
|
|
|||
Pension and other benefit liabilities:
|
|
|
|
|
|
||||||
Net pension and other benefit liabilities arising during the period
|
6
|
|
|
(3
|
)
|
|
3
|
|
|||
Reclassification adjustments recognized in net income
|
43
|
|
|
(15
|
)
|
|
28
|
|
|||
Net change in pension and other benefit liabilities
3
|
49
|
|
|
(18
|
)
|
|
31
|
|
|||
Other comprehensive income (loss) attributable to shareowners of The Coca-Cola Company
|
$
|
(1,204
|
)
|
|
$
|
589
|
|
|
$
|
(615
|
)
|
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 March 31, 2017
|
||
Derivatives:
|
|
|
||
Foreign currency contracts
|
Net operating revenues
|
$
|
(107
|
)
|
Foreign currency and commodity contracts
|
Cost of goods sold
|
(4
|
)
|
|
Foreign currency contracts
|
Other income (loss) — net
|
(19
|
)
|
|
Foreign currency and interest rate contracts
|
Interest expense
|
10
|
|
|
|
Income before income taxes
|
(120
|
)
|
|
|
Income taxes
|
45
|
|
|
|
Consolidated net income
|
$
|
(75
|
)
|
Available-for-sale securities:
|
|
|
||
Sale of securities
|
Other income (loss) — net
|
$
|
(19
|
)
|
|
Income before income taxes
|
(19
|
)
|
|
|
Income taxes
|
7
|
|
|
|
Consolidated net income
|
$
|
(12
|
)
|
Pension and other benefit liabilities:
|
|
|
||
Divestitures, deconsolidations and other
|
Other income (loss) — net
|
$
|
—
|
|
Recognized net actuarial loss (gain)
|
*
|
46
|
|
|
Recognized prior service cost (credit)
|
*
|
(5
|
)
|
|
|
Income before income taxes
|
41
|
|
|
|
Income taxes
|
(15
|
)
|
|
|
Consolidated net income
|
$
|
26
|
|
*
|
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
|
|
|
||||||||||||||||||
|
Common Shares Outstanding
|
|
Total
|
|
Reinvested
Earnings
|
|
Accumulated
Other
Comprehensive
Income (Loss)
|
|
Common
Stock
|
|
Capital
Surplus
|
|
Treasury
Stock
|
|
Non-
controlling
Interests
|
|
|||||||
December 31, 2016
|
4,288
|
|
$
|
23,220
|
|
$
|
65,502
|
|
$
|
(11,205
|
)
|
$
|
1,760
|
|
$
|
14,993
|
|
$
|
(47,988
|
)
|
$
|
158
|
|
Comprehensive income (loss)
|
—
|
|
2,184
|
|
1,182
|
|
999
|
|
—
|
|
—
|
|
—
|
|
3
|
|
|||||||
Dividends paid/payable to shareowners of The Coca-Cola Company
|
—
|
|
(1,585
|
)
|
(1,585
|
)
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|||||||
Dividends paid to noncontrolling interests
|
—
|
|
(1
|
)
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
(1
|
)
|
|||||||
Purchases of treasury stock
|
(29
|
)
|
(1,229
|
)
|
—
|
|
—
|
|
—
|
|
—
|
|
(1,229
|
)
|
—
|
|
|||||||
Impact related to stock compensation plans
|
14
|
|
447
|
|
—
|
|
—
|
|
—
|
|
204
|
|
243
|
|
—
|
|
|||||||
Other activities
|
—
|
|
31
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
31
|
|
|||||||
March 31, 2017
|
4,273
|
|
$
|
23,067
|
|
$
|
65,099
|
|
$
|
(10,206
|
)
|
$
|
1,760
|
|
$
|
15,197
|
|
$
|
(48,974
|
)
|
$
|
191
|
|
|
Accrued
Balance
December 31, 2016
|
|
Costs
Incurred
Three Months Ended
March 31, 2017
|
|
Payments
|
|
Noncash
and
Exchange
|
|
Accrued
Balance
March 31, 2017
|
|
|||||
Severance pay and benefits
|
$
|
123
|
|
$
|
90
|
|
$
|
(36
|
)
|
$
|
—
|
|
$
|
177
|
|
Outside services
|
6
|
|
16
|
|
(13
|
)
|
1
|
|
10
|
|
|||||
Other direct costs
|
22
|
|
33
|
|
(34
|
)
|
(3
|
)
|
18
|
|
|||||
Total
|
$
|
151
|
|
$
|
139
|
|
$
|
(83
|
)
|
$
|
(2
|
)
|
$
|
205
|
|
|
Pension Benefits
|
|
Other Benefits
|
||||||||||
|
Three Months Ended
|
||||||||||||
|
March 31,
2017 |
|
April 1,
2016 |
|
|
March 31,
2017 |
|
April 1,
2016 |
|
||||
Service cost
|
$
|
50
|
|
$
|
59
|
|
|
$
|
5
|
|
$
|
5
|
|
Interest cost
|
78
|
|
80
|
|
|
8
|
|
8
|
|
||||
Expected return on plan assets
1
|
(161
|
)
|
(164
|
)
|
|
(3
|
)
|
(3
|
)
|
||||
Amortization of prior service cost (credit)
|
—
|
|
—
|
|
|
(5
|
)
|
(5
|
)
|
||||
Amortization of net actuarial loss
|
44
|
|
46
|
|
|
2
|
|
2
|
|
||||
Net periodic benefit cost
|
11
|
|
21
|
|
|
7
|
|
7
|
|
||||
Special termination benefits
2
|
18
|
|
8
|
|
|
—
|
|
—
|
|
||||
Total cost recognized in condensed consolidated statements of income
|
$
|
29
|
|
$
|
29
|
|
|
$
|
7
|
|
$
|
7
|
|
2
|
The special termination benefits were primarily related to North America refranchising and the Company's productivity, restructuring and integration initiatives. Refer to Note 2 and
Note 11
.
|
|
Three Months Ended
|
|
||||||
|
March 31, 2017
|
|
|
April 1,
2016 |
|
|
||
Asset impairments
|
$
|
—
|
|
1
|
$
|
—
|
|
|
Productivity and reinvestment program
|
(52
|
)
|
2
|
(21
|
)
|
2
|
||
Other productivity, integration and restructuring initiatives
|
—
|
|
|
—
|
|
3
|
||
Transaction gains and losses
|
(174
|
)
|
4
|
(143
|
)
|
5
|
||
Certain tax matters
|
(30
|
)
|
6
|
(6
|
)
|
7
|
||
Other — net
|
(17
|
)
|
8
|
(1
|
)
|
9
|
1
|
Related to charges of
$104 million
due to the impairment of certain of the Company's intangible assets. Refer to
Note 10
and
Note 14
.
|
2
|
Related to charges of
$139 million
and
$63 million
during the
three months ended
March 31, 2017
and
April 1, 2016
, respectively. These charges were due to the Company's productivity and reinvestment program. Refer to
Note 10
and
Note 11
.
|
3
|
Related to charges of
$199 million
during the
three months ended
April 1, 2016
. These charges were due to the integration of our German bottling operations. Refer to
Note 10
and
Note 11
.
|
4
|
Related to charges of
$665 million
primarily on pretax charges of
$497 million
as a result of the refranchising of certain bottling territories in North America,
$57 million
related to costs incurred to refranchise certain of our bottling operations and charges of
$106 million
primarily related to payments made to convert certain North America bottling partners' territories to a single form of CBA with additional requirements. Refer to Note 2 and
Note 10
.
|
5
|
Related to a net charge of
$397 million
that primarily included
$369 million
of charges primarily due to the refranchising of bottling territories in North America and
$45 million
related to costs incurred to refranchise certain of our bottling operations, partially offset by an
$18 million
gain related to the disposal of our investment in Keurig. Refer to
Note 2
and
Note 10
.
|
6
|
Related to
$53 million
of excess tax benefits associated with the Company's share-based compensation arrangements partially offset by changes to our uncertain tax positions, including interest and penalties. The components of the net change in uncertain tax positions were individually insignificant.
|
7
|
Primarily related to amounts required to be recorded as a result of a tax rate change in Japan and for changes to our uncertain tax positions, including interest and penalties. The components of the net change in uncertain tax positions were individually insignificant.
|
8
|
Related to charges of
$64 million
that included a
$58 million
net charge due to our proportionate share of significant operating and nonoperating items recorded by certain of our equity method investees and a
$6 million
charge due to tax litigation expense. Refer to
Note 10
.
|
9
|
Related to charges of
$6 million
that included a
$3 million
net charge due to our proportionate share of significant operating and nonoperating items recorded by certain of our equity method investees and a
$3 million
charge due to tax litigation expense. Refer to
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
|
$
|
215
|
|
$
|
117
|
|
$
|
3
|
|
|
$
|
65
|
|
$
|
—
|
|
|
$
|
400
|
|
|
Available-for-sale securities
1
|
1,934
|
|
4,687
|
|
143
|
|
3
|
—
|
|
—
|
|
|
6,764
|
|
|
||||||
Derivatives
2
|
7
|
|
471
|
|
—
|
|
|
—
|
|
(356
|
)
|
6
|
122
|
|
8
|
||||||
Total assets
|
$
|
2,156
|
|
$
|
5,275
|
|
$
|
146
|
|
|
$
|
65
|
|
$
|
(356
|
)
|
|
$
|
7,286
|
|
|
Liabilities:
|
|
|
|
|
|
|
|
|
|
||||||||||||
Derivatives
2
|
$
|
(5
|
)
|
$
|
(300
|
)
|
$
|
—
|
|
|
$
|
—
|
|
$
|
273
|
|
7
|
$
|
(32
|
)
|
8
|
Total liabilities
|
$
|
(5
|
)
|
$
|
(300
|
)
|
$
|
—
|
|
|
$
|
—
|
|
$
|
273
|
|
|
$
|
(32
|
)
|
|
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
$60 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: $
122 million
in the line item other assets and $
32 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
|
$
|
202
|
|
$
|
115
|
|
$
|
4
|
|
|
$
|
63
|
|
$
|
—
|
|
|
$
|
384
|
|
|
Available-for-sale securities
1
|
1,655
|
|
4,619
|
|
139
|
|
3
|
—
|
|
—
|
|
|
6,413
|
|
|
||||||
Derivatives
2
|
4
|
|
878
|
|
—
|
|
|
—
|
|
(369
|
)
|
6
|
513
|
|
8
|
||||||
Total assets
|
$
|
1,861
|
|
$
|
5,612
|
|
$
|
143
|
|
|
$
|
63
|
|
$
|
(369
|
)
|
|
$
|
7,310
|
|
|
Liabilities:
|
|
|
|
|
|
|
|
|
|
||||||||||||
Derivatives
2
|
$
|
11
|
|
$
|
276
|
|
$
|
—
|
|
|
$
|
—
|
|
$
|
(192
|
)
|
7
|
$
|
95
|
|
8
|
Total liabilities
|
$
|
11
|
|
$
|
276
|
|
$
|
—
|
|
|
$
|
—
|
|
$
|
(192
|
)
|
|
$
|
95
|
|
|
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: $
347 million
in the line item prepaid expenses and other assets; $
166 million
in the line item other assets;
$42 million
in the line item accounts payable and accrued expenses; and $
53 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
|
||||||
|
March 31, 2017
|
|
|
April 1,
2016 |
|
||
Assets held for sale
1
|
$
|
(367
|
)
|
|
$
|
(315
|
)
|
Intangible assets
|
(104
|
)
|
2
|
—
|
|
||
Total
|
$
|
(471
|
)
|
|
$
|
(315
|
)
|
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.
|
|
Europe, Middle East & Africa
|
|
Latin
America |
|
North
America |
|
Asia Pacific
|
|
Bottling
Investments |
|
Corporate
|
|
Eliminations
|
|
Consolidated
|
|
||||||||
2017
|
|
|
|
|
|
|
|
|
||||||||||||||||
Net operating revenues:
|
|
|
|
|
|
|
|
|
||||||||||||||||
Third party
|
$
|
1,632
|
|
$
|
913
|
|
$
|
1,622
|
|
$
|
1,078
|
|
$
|
3,844
|
|
$
|
29
|
|
$
|
—
|
|
$
|
9,118
|
|
Intersegment
|
—
|
|
13
|
|
772
|
|
130
|
|
23
|
|
—
|
|
(938
|
)
|
—
|
|
||||||||
Total net revenues
|
1,632
|
|
926
|
|
2,394
|
|
1,208
|
|
3,867
|
|
29
|
|
(938
|
)
|
9,118
|
|
||||||||
Operating income (loss)
|
867
|
|
505
|
|
569
|
|
545
|
|
(110
|
)
|
(394
|
)
|
—
|
|
1,982
|
|
||||||||
Income (loss) before income taxes
|
885
|
|
507
|
|
473
|
|
549
|
|
(542
|
)
|
(365
|
)
|
—
|
|
1,507
|
|
||||||||
Identifiable operating assets
|
5,044
|
|
1,959
|
|
17,040
|
|
2,157
|
|
15,165
|
|
31,853
|
|
—
|
|
73,218
|
|
||||||||
Noncurrent investments
|
1,345
|
|
874
|
|
106
|
|
166
|
|
12,056
|
|
3,436
|
|
—
|
|
17,983
|
|
||||||||
2016
|
|
|
|
|
|
|
|
|
||||||||||||||||
Net operating revenues:
|
|
|
|
|
|
|
|
|
||||||||||||||||
Third party
|
$
|
1,609
|
|
$
|
917
|
|
$
|
1,421
|
|
$
|
1,102
|
|
$
|
5,251
|
|
$
|
(18
|
)
|
$
|
—
|
|
$
|
10,282
|
|
Intersegment
|
141
|
|
18
|
|
943
|
|
133
|
|
41
|
|
3
|
|
(1,279
|
)
|
—
|
|
||||||||
Total net revenues
|
1,750
|
|
935
|
|
2,364
|
|
1,235
|
|
5,292
|
|
(15
|
)
|
(1,279
|
)
|
10,282
|
|
||||||||
Operating income (loss)
|
927
|
|
523
|
|
581
|
|
551
|
|
(118
|
)
|
(323
|
)
|
—
|
|
2,141
|
|
||||||||
Income (loss) before income taxes
|
950
|
|
518
|
|
580
|
|
554
|
|
(432
|
)
|
(276
|
)
|
—
|
|
1,894
|
|
||||||||
Identifiable operating assets
|
4,316
|
|
2,108
|
|
16,776
|
|
2,178
|
|
22,266
|
|
29,823
|
|
—
|
|
77,467
|
|
||||||||
Noncurrent investments
|
1,356
|
|
692
|
|
106
|
|
160
|
|
8,170
|
|
3,312
|
|
—
|
|
13,796
|
|
||||||||
As of December 31, 2016
|
|
|
|
|
|
|
|
|
||||||||||||||||
Identifiable operating assets
|
$
|
4,067
|
|
$
|
1,785
|
|
$
|
16,566
|
|
$
|
2,024
|
|
$
|
15,973
|
|
$
|
29,606
|
|
$
|
—
|
|
$
|
70,021
|
|
Noncurrent investments
|
1,302
|
|
804
|
|
109
|
|
164
|
|
11,456
|
|
3,414
|
|
—
|
|
17,249
|
|
•
|
Operating income (loss) and income (loss) before income taxes were reduced by
$2 million
for Europe, Middle East and Africa, $
35 million
for North America,
$1 million
for Asia Pacific, $
14 million
for Bottling Investments and $
87 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
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
$57 million
for Bottling Investments due to costs incurred to refranchise certain of our bottling operations. Refer to
Note 2
and
Note 10
.
|
•
|
Operating income (loss) and income (loss) before income taxes were reduced by
$84 million
for Bottling Investments and
$20 million
for Corporate due to impairment charges recorded on certain of the Company's intangible assets. Refer to
Note 1
and
Note 10
.
|
•
|
Income (loss) before income taxes was reduced by
$4 million
for Europe, Middle East and Africa,
$53 million
for Bottling Investments and
$1 million
for Corporate due to the Company's proportionate share of significant operating and nonoperating items recorded by certain of our equity method investees. Refer to
Note 10
.
|
•
|
Income (loss) before income taxes was reduced by
$106 million
for North America primarily related to payments made to convert the bottling agreements for certain North America bottling partners' territories to a single form of CBA with additional requirements. Refer to Note 2.
|
•
|
Income (loss) before income taxes was reduced by
$497 million
for Bottling Investments due to the refranchising of certain bottling territories in North America. Refer to Note 2 and
Note 10
.
|
•
|
Operating income (loss) and income (loss) before income taxes were reduced by
$3 million
for Europe, Middle East and Africa, $
31 million
for North America,
$1 million
for Asia Pacific, $
220 million
for Bottling Investments and $
7 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
$45 million
for Bottling Investments due to costs incurred to refranchise certain of our bottling operations. Refer to
Note 2
and
Note 10
.
|
•
|
Income (loss) before income taxes was reduced by
$369 million
for Bottling Investments due to the refranchising of certain bottling territories in North America. Refer to Note 2 and
Note 10
.
|
•
|
Income (loss) before income taxes was reduced by
$3 million
for Bottling Investments due to the Company's proportionate share of significant operating and nonoperating items recorded by certain of our equity method investees. Refer to
Note 10
.
|
•
|
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
.
|
March 31, 2017
|
Estimated Fair
Value
|
|
Carrying
Value
|
|
Difference
|
|
|||
Monster Beverage Corporation
|
$
|
4,715
|
|
$
|
3,272
|
|
$
|
1,443
|
|
Coca-Cola FEMSA, S.A.B. de C.V.
|
4,191
|
|
1,649
|
|
2,542
|
|
|||
Coca-Cola European Partners plc
|
3,315
|
|
3,222
|
|
93
|
|
|||
Coca-Cola HBC AG
|
2,176
|
|
1,100
|
|
1,076
|
|
|||
Coca-Cola Amatil Limited
|
1,852
|
|
702
|
|
1,150
|
|
|||
Coca-Cola East Japan Co., Ltd.
|
920
|
|
508
|
|
412
|
|
|||
Embotelladora Andina S.A.
|
551
|
|
290
|
|
261
|
|
|||
Coca-Cola Bottling Co. Consolidated
|
511
|
|
118
|
|
393
|
|
|||
Coca-Cola İçecek A.Ş.
|
506
|
|
230
|
|
276
|
|
|||
Corporación Lindley S.A.
|
221
|
|
119
|
|
102
|
|
|||
Total
|
$
|
18,958
|
|
$
|
11,210
|
|
$
|
7,748
|
|
|
Percent Change 2017 versus 2016
|
|
|||
|
Three Months Ended March 31, 2017
|
|
|||
|
Unit Cases
1,2,3
|
|
Concentrate
Sales
4
|
|
|
Worldwide
|
—
|
%
|
(3
|
)%
|
|
Europe, Middle East & Africa
|
2
|
%
|
(1
|
)%
|
5
|
Latin America
|
(3
|
)
|
(6
|
)
|
|
North America
|
—
|
|
(1
|
)
|
6
|
Asia Pacific
|
1
|
|
—
|
|
|
Bottling Investments
|
(27
|
)
|
N/A
|
|
|
5
|
After considering the impact of structural changes, concentrate sales volume for Europe, Middle East and Africa for the three months ended March 31, 2017 declined 2 percent.
|
6
|
After considering the impact of structural changes, concentrate sales volume for North America for the three months ended March 31, 2017 declined 3 percent.
|
|
Percent Change 2017 versus 2016
|
|||||||||
|
Volume
1
|
|
Acquisitions & Divestitures
|
|
Price, Product & Geographic Mix
|
|
Currency Fluctuations
|
|
Total
|
|
Consolidated
|
(3)%
|
|
(10
|
)%
|
3
|
%
|
(1
|
)%
|
(11)%
|
|
Europe, Middle East & Africa
|
(2)%
|
|
(3)%
|
|
2
|
%
|
(5
|
)%
|
(7
|
)%
|
Latin America
|
(6
|
)
|
—
|
|
6
|
|
(1
|
)
|
(1
|
)
|
North America
|
(3
|
)
|
2
|
|
3
|
|
—
|
|
1
|
|
Asia Pacific
|
—
|
|
—
|
|
—
|
|
(3
|
)
|
(2
|
)
|
Bottling Investments
|
(4
|
)
|
(25
|
)
|
2
|
|
—
|
|
(27
|
)
|
Corporate
|
*
|
|
*
|
|
*
|
|
*
|
|
*
|
|
*
|
Calculation is not meaningful.
|
•
|
Europe, Middle East and Africa — favorably impacted as a result of pricing initiatives and product and package mix;
|
•
|
Latin America — favorable price mix in all four of the segment's business units and the impact of inflationary environments in certain markets;
|
•
|
North America — favorably impacted as a result of pricing initiatives and product and package mix; and
|
•
|
Bottling Investments — favorably impacted as a result of pricing initiatives and geographic mix.
|
|
Three Months Ended
|
|||||
|
March 31, 2017
|
|
April 1,
2016 |
|
||
Stock-based compensation expense
|
$
|
55
|
|
$
|
69
|
|
Advertising expenses
|
898
|
|
903
|
|
||
Selling and distribution expenses
1
|
1,081
|
|
1,396
|
|
||
Other operating expenses
|
1,281
|
|
1,393
|
|
||
Total
|
$
|
3,315
|
|
$
|
3,761
|
|
|
Three Months Ended
|
|||||
|
March 31,
2017 |
|
April 1,
2016 |
|
||
Europe, Middle East & Africa
|
$
|
2
|
|
$
|
3
|
|
Latin America
|
—
|
|
—
|
|
||
North America
|
35
|
|
31
|
|
||
Asia Pacific
|
1
|
|
1
|
|
||
Bottling Investments
|
155
|
|
265
|
|
||
Corporate
|
115
|
|
11
|
|
||
Total
|
$
|
308
|
|
$
|
311
|
|
|
Three Months Ended
|
|||
|
March 31,
2017 |
|
April 1,
2016 |
|
Europe, Middle East & Africa
|
43.7
|
%
|
43.3
|
%
|
Latin America
|
25.5
|
|
24.5
|
|
North America
|
28.7
|
|
27.1
|
|
Asia Pacific
|
27.5
|
|
25.7
|
|
Bottling Investments
|
(5.6
|
)
|
(5.5
|
)
|
Corporate
|
(19.8
|
)
|
(15.1
|
)
|
Total
|
100.0
|
%
|
100.0
|
%
|
|
Three Months Ended
|
|||
|
March 31,
2017 |
|
April 1,
2016 |
|
Consolidated
|
21.7
|
%
|
20.8
|
%
|
Europe, Middle East & Africa
|
53.1
|
%
|
57.6
|
%
|
Latin America
|
55.3
|
|
57.0
|
|
North America
|
35.1
|
|
40.9
|
|
Asia Pacific
|
50.6
|
|
50.0
|
|
Bottling Investments
|
(2.9
|
)
|
(2.2
|
)
|
Corporate
|
*
|
|
*
|
|
*
|
Calculation is not meaningful.
|
|
Three Months Ended
|
|
||||||
|
March 31, 2017
|
|
|
April 1,
2016 |
|
|
||
Asset impairments
|
$
|
—
|
|
1
|
$
|
—
|
|
|
Productivity and reinvestment program
|
(52
|
)
|
2
|
(21
|
)
|
2
|
||
Other productivity, integration and restructuring initiatives
|
—
|
|
|
—
|
|
3
|
||
Transaction gains and losses
|
(174
|
)
|
4
|
(143
|
)
|
5
|
||
Certain tax matters
|
(30
|
)
|
6
|
(6
|
)
|
7
|
||
Other — net
|
(17
|
)
|
8
|
(1
|
)
|
9
|
1
|
Related to charges of
$104 million
due to the impairment of certain of the Company's intangible assets. Refer to
Note 10
and
Note 14
of Notes to Condensed Consolidated Financial Statements.
|
2
|
Related to charges of
$139 million
and
$63 million
during the
three months ended
March 31, 2017
and
April 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.
|
3
|
Related to charges of
$199 million
during the
three months ended
April 1, 2016
. 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.
|
4
|
Related to charges of
$665 million
primarily on pretax charges of
$497 million
as a result of the refranchising of certain bottling territories in North America,
$57 million
related to costs incurred to refranchise certain of our bottling operations and charges of
$106 million
related to payments made to convert certain North America bottling partners' territories to a single form of CBA with additional requirements. Refer to Note 2 and
Note 10
of Notes to Condensed Consolidated Financial Statements.
|
5
|
Related to a net charge of
$397 million
that primarily included
$369 million
of charges primarily due to the refranchising of bottling territories in North America and
$45 million
related to costs incurred to refranchise certain of our bottling operations, partially offset by an
$18 million
gain related to the disposal of our investment in Keurig. Refer to
Note 2
and
Note 10
of Notes to Condensed Consolidated Financial Statements.
|
6
|
Related to
$53 million
of excess tax benefits associated with the Company's share-based compensation arrangements partially offset by changes to our uncertain tax positions, including interest and penalties. The components of the net change in uncertain tax positions were individually insignificant.
|
7
|
Primarily related to amounts required to be recorded as a result of a tax rate change in Japan and for changes to our uncertain tax positions, including interest and penalties. The components of the net change in uncertain tax positions were individually insignificant.
|
8
|
Related to charges of
$64 million
that included a
$58 million
net charge due to our proportionate share of significant operating and nonoperating items recorded by certain of our equity method investees and a
$6 million
charge due to tax litigation expense. Refer to
Note 10
of Notes to Condensed Consolidated Financial Statements.
|
9
|
Related to charges of
$6 million
that included a
$3 million
net charge due to our proportionate share of significant operating and nonoperating items recorded by certain of our equity method investees and a
$3 million
charge due to tax litigation expense. Refer to
Note 10
of Notes to Condensed Consolidated Financial Statements.
|
•
|
€1,500 million
total principal amount of notes due March 8, 2019 at a variable interest rate equal to the three-month Euro Interbank Offered Rate ("EURIBOR") plus
0.25 percent
;
|
•
|
€500 million
total principal amount of notes due March 9, 2021, at a fixed interest rate of
0.00 percent
; and
|
•
|
€500 million
total principal amount of notes due March 8, 2024, at a fixed interest rate of
0.50 percent
.
|
|
March 31,
2017 |
|
December 31, 2016
|
|
Increase
(Decrease)
|
|
|
Percent
Change
|
|
|||
Cash and cash equivalents
|
$
|
12,120
|
|
$
|
8,555
|
|
$
|
3,565
|
|
|
42
|
%
|
Short-term investments
|
9,791
|
|
9,595
|
|
196
|
|
|
2
|
|
|||
Marketable securities
|
3,294
|
|
4,051
|
|
(757
|
)
|
|
(19
|
)
|
|||
Trade accounts receivable — net
|
3,702
|
|
3,856
|
|
(154
|
)
|
|
(4
|
)
|
|||
Inventories
|
2,885
|
|
2,675
|
|
210
|
|
|
8
|
|
|||
Prepaid expenses and other assets
|
2,670
|
|
2,481
|
|
189
|
|
|
8
|
|
|||
Assets held for sale
|
5,789
|
|
2,797
|
|
2,992
|
|
|
107
|
|
|||
Equity method investments
|
16,753
|
|
16,260
|
|
493
|
|
|
3
|
|
|||
Other investments
|
1,230
|
|
989
|
|
241
|
|
|
24
|
|
|||
Other assets
|
4,454
|
|
4,248
|
|
206
|
|
|
5
|
|
|||
Property, plant and equipment — net
|
9,746
|
|
10,635
|
|
(889
|
)
|
|
(8
|
)
|
|||
Trademarks with indefinite lives
|
6,478
|
|
6,097
|
|
381
|
|
|
6
|
|
|||
Bottlers' franchise rights with indefinite lives
|
1,769
|
|
3,676
|
|
(1,907
|
)
|
|
(52
|
)
|
|||
Goodwill
|
10,008
|
|
10,629
|
|
(621
|
)
|
|
(6
|
)
|
|||
Other intangible assets
|
512
|
|
726
|
|
(214
|
)
|
|
(29
|
)
|
|||
Total assets
|
$
|
91,201
|
|
$
|
87,270
|
|
$
|
3,931
|
|
|
5
|
%
|
Accounts payable and accrued expenses
|
$
|
10,251
|
|
$
|
9,490
|
|
$
|
761
|
|
|
8
|
%
|
Loans and notes payable
|
13,726
|
|
12,498
|
|
1,228
|
|
|
10
|
|
|||
Current maturities of long-term debt
|
2,185
|
|
3,527
|
|
(1,342
|
)
|
|
(38
|
)
|
|||
Accrued income taxes
|
268
|
|
307
|
|
(39
|
)
|
|
(13
|
)
|
|||
Liabilities held for sale
|
2,226
|
|
710
|
|
1,516
|
|
|
214
|
|
|||
Long-term debt
|
31,538
|
|
29,684
|
|
1,854
|
|
|
6
|
|
|||
Other liabilities
|
4,041
|
|
4,081
|
|
(40
|
)
|
|
(1
|
)
|
|||
Deferred income taxes
|
3,899
|
|
3,753
|
|
146
|
|
|
4
|
|
|||
Total liabilities
|
$
|
68,134
|
|
$
|
64,050
|
|
$
|
4,084
|
|
|
6
|
%
|
Net assets
|
$
|
23,067
|
|
$
|
23,220
|
|
$
|
(153
|
)
|
1
|
(1
|
)%
|
•
|
Assets held for sale and liabilities held for sale increased primarily due to additional North America bottling territories being reclassified as held for sale. Refer to Note 2 of Notes to Condensed Consolidated Financial Statements for additional information.
|
•
|
Property, plant and equipment and bottlers' franchise rights decreased primarily as a result of additional North America bottling territories being refranchised or reclassified as held for sale. Refer to Note 2 of Notes to Condensed Consolidated Financial Statements.
|
•
|
Accounts payable and accrued expenses increased primarily due to the Company's first quarter 2017 dividend payment, which was payable to shareowners of record as of March 15, 2017. This payment was made on April 3, 2017.
|
•
|
Current maturities of long-term debt decreased primarily due to payments of current maturities, partially offset by a portion of the Company's long-term debt maturing within the next 12 months and being reclassified 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 euro-denominated debt, partially offset by a portion of the Company's long-term debt maturing within the next 12 months and being reclassified 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
|
|
|
January 1, 2017 through January 27, 2017
|
2,197,379
|
|
$
|
41.41
|
|
2,174,200
|
|
150,180,858
|
|
January 28, 2017 through February 24, 2017
|
3,437,108
|
|
$
|
41.37
|
|
3,408,900
|
|
146,771,958
|
|
February 25, 2017 through March 31, 2017
|
23,649,120
|
|
$
|
42.19
|
|
23,647,900
|
|
123,124,058
|
|
Total
|
29,283,607
|
|
$
|
42.03
|
|
29,231,000
|
|
|
|
•
|
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
|
|
3.2
|
|
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
|
|
4.5
|
|
4.6
|
|
4.7
|
|
4.8
|
|
4.9
|
|
4.10
|
|
4.11
|
|
4.12
|
|
4.13
|
|
4.14
|
|
4.15
|
|
4.16
|
|
4.17
|
|
4.18
|
|
4.19
|
|
4.20
|
101
|
The following financial information from The Coca-Cola Company's Quarterly Report on Form 10-Q for the quarter ended March 31, 2017, formatted in XBRL (eXtensible Business Reporting Language): (i) Condensed Consolidated Statements of Income for the three months ended March 31, 2017 and April 1, 2016, (ii) Condensed Consolidated Statements of Comprehensive Income for the three months ended March 31, 2017 and April 1, 2016, (iii) Condensed Consolidated Balance Sheets as of March 31, 2017 and December 31, 2016, (iv) Condensed Consolidated Statements of Cash Flows for the three months ended March 31, 2017 and April 1, 2016, and (v) Notes to Condensed Consolidated Financial Statements.
|
|
|
THE COCA-COLA COMPANY
(REGISTRANT)
|
|
|
|
|
|
/s/ LARRY M. MARK
|
Date:
|
April 27, 2017
|
Larry M. Mark
Vice President and Controller
(As Principal Accounting Officer)
|
|
|
|
|
|
/s/ MARK RANDAZZA
|
Date:
|
April 27, 2017
|
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
|
|
3.2
|
|
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
|
|
4.5
|
|
4.6
|
|
4.7
|
|
4.8
|
|
4.9
|
|
4.10
|
|
4.11
|
|
4.12
|
|
4.13
|
|
4.14
|
|
4.15
|
|
4.16
|
|
4.17
|
|
4.18
|
|
4.19
|
32.1
|
|
101
|
The following financial information from The Coca-Cola Company's Quarterly Report on Form 10-Q for the quarter ended March 31, 2017, formatted in XBRL (eXtensible Business Reporting Language): (i) Condensed Consolidated Statements of Income for the three months ended March 31, 2017 and April 1, 2016, (ii) Condensed Consolidated Statements of Comprehensive Income for the three months ended March 31, 2017 and April 1, 2016, (iii) Condensed Consolidated Balance Sheets as of March 31, 2017 and December 31, 2016, (iv) Condensed Consolidated Statements of Cash Flows for the three months ended March 31, 2017 and April 1, 2016, and (v) Notes to Condensed Consolidated Financial Statements.
|
The Coca-Cola Company Benefits Committee
|
|
By
/s/ Joseph Pitra, Chairman
|
Joseph Pitra, Chairman
|
|
Date
3-10-2017
|
[Letterhead of The Coca-Cola Company]
|
||
COCA-COLA PLAZA
ATLANTA, GEORGIA
|
||
|
|
|
JAMES R. QUINCEY
|
|
ADDRESS REPLY TO:
|
PRESIDENT & CHIEF OPERATING OFFICER
|
|
P.O. BOX 1734
|
THE COCA-COLA COMPANY
|
|
ATLANTA, GA 30301
|
|
|
__________
|
|
|
+-404-676-9980
|
|
|
FAX: +1-404-598-9980
|
•
|
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 $550,000.
|
•
|
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 continue to maintain share ownership pursuant to the Company’s share ownership guidelines at a level equal to two 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 program which provides reimbursement of certain financial planning 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.
|
•
|
The Company will provide you with the standard relocation allowances pursuant to its policy.
|
•
|
If you have not done so already, you are required to enter into the Agreement on Confidentiality, Non-Competition, and Non-Solicitation, as well as the Agreement Covering Inventions, Discoveries, Copyrightable Material, Trade Secrets, and Confidential Information (enclosed).
|
•
|
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
|
|
ADDRESS REPLY TO:
|
PRESIDENT & CHIEF OPERATING OFFICER
|
|
P.O. BOX 1734
|
THE COCA-COLA COMPANY
|
|
ATLANTA, GA 30301
|
|
|
__________
|
|
|
+-404-676-9980
|
|
|
FAX: +1-404-598-9980
|
•
|
Your principal place of assignment will be Atlanta, Georgia.
|
•
|
Your annual base salary for your new position will be $465,000.
|
•
|
You will continue to be eligible to participate in the annual Performance Incentive Plan. The target annual incentive for a Job Grade 19 is 75% 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 two 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 program which provides reimbursement of certain financial planning services, up to $7,500 at Job Grade 19 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
|
|
ADDRESS REPLY TO:
|
PRESIDENT & CHIEF OPERATING OFFICER
|
|
P.O. BOX 1734
|
THE COCA-COLA COMPANY
|
|
ATLANTA, GA 30301
|
|
|
__________
|
|
|
+-404-676-9980
|
|
|
FAX: +1-404-598-9980
|
•
|
Your principal place of assignment will be Atlanta, Georgia.
|
•
|
Your annual base salary for your new position will be $450,000.
|
•
|
You will continue to be eligible to participate in the annual Performance Incentive Plan. The target annual incentive for a Job Grade 20 is 85% 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 will be expected to acquire and maintain share ownership pursuant to the Company’s share ownership guidelines at a level equal to two times your base salary. As part of the Company’s ownership expectations, you will have five years, or until December 31, 2022 to achieve this level of ownership. 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 be eligible for the Company’s Financial Planning program which provides reimbursement of certain financial planning services, up to $10,000 at Job Grade 20 annually, subject to taxes and withholding.
|
•
|
You will be eligible for the Emory Executive Health benefit which includes a comprehensive physical exam and one-on-one medical and lifestyle management consultation.
|
•
|
If you have not done so already, you are required to enter into the Agreement on Confidentiality, Non-Competition, and Non-Solicitation, as well as the Agreement Covering Inventions, Discoveries, Copyrightable Material, Trade Secrets, and Confidential Information, effective immediately (enclosed).
|
•
|
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
|
|
ADDRESS REPLY TO:
|
PRESIDENT & CHIEF OPERATING OFFICER
|
|
P.O. BOX 1734
|
THE COCA-COLA COMPANY
|
|
ATLANTA, GA 30301
|
|
|
__________
|
|
|
+-404-676-9980
|
|
|
FAX: +1-404-598-9980
|
•
|
Your principal place of assignment will continue to be Atlanta, Georgia.
|
•
|
Your annual base salary for your new position will remain unchanged at $409,050.
|
•
|
You will continue to be eligible to participate in the annual Performance Incentive Plan. The target annual incentive for a Job Grade 18 is 65% 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 two 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 program which provides reimbursement of certain financial planning services, up to $7,500 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.
|
|
Three Months Ended March 31, 2017
|
|
Year Ended December 31,
|
|||||||||||||||
|
2016
|
|
2015
|
|
2014
|
|
2013
|
|
2012
|
|
||||||||
(In millions except ratio)
|
|
|
|
|
|
|
||||||||||||
EARNINGS:
|
|
|
|
|
|
|
||||||||||||
Income from continuing operations before income taxes
|
$
|
1,507
|
|
$
|
8,136
|
|
$
|
9,605
|
|
$
|
9,325
|
|
$
|
11,477
|
|
$
|
11,809
|
|
Fixed charges
|
210
|
|
804
|
|
931
|
|
569
|
|
553
|
|
486
|
|
||||||
Less:
|
|
|
|
|
|
|
||||||||||||
Capitalized interest, net
|
(1
|
)
|
(3
|
)
|
(1
|
)
|
(1
|
)
|
(1
|
)
|
(1
|
)
|
||||||
Equity (income) loss — net of dividends
|
(89
|
)
|
(449
|
)
|
(122
|
)
|
(371
|
)
|
(201
|
)
|
(426
|
)
|
||||||
Adjusted earnings
|
$
|
1,627
|
|
$
|
8,488
|
|
$
|
10,413
|
|
$
|
9,522
|
|
$
|
11,828
|
|
$
|
11,868
|
|
FIXED CHARGES:
|
|
|
|
|
|
|
||||||||||||
Gross interest incurred
|
$
|
193
|
|
$
|
736
|
|
$
|
857
|
|
$
|
484
|
|
$
|
464
|
|
$
|
398
|
|
Interest portion of rent expense
|
17
|
|
68
|
|
74
|
|
85
|
|
89
|
|
88
|
|
||||||
Total fixed charges
|
$
|
210
|
|
$
|
804
|
|
$
|
931
|
|
$
|
569
|
|
$
|
553
|
|
$
|
486
|
|
Ratio of earnings to fixed charges
|
7.7
|
|
10.6
|
|
11.2
|
|
16.7
|
|
21.4
|
|
24.4
|
|
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:
|
April 27, 2017
|
|
|
|
|
/
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:
|
April 27, 2017
|
|
|
|
|
/
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
|
April 27, 2017
|
|
|
/
s
/ KATHY N. WALLER
|
Kathy N. Waller
Executive Vice President and
Chief Financial Officer
|
April 27, 2017
|