þ | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
Delaware | 56-0950585 | |
(State or other jurisdiction of incorporation or
organization) |
(I.R.S. Employer Identification No.) |
Large accelerated filer
o
|
Accelerated filer þ | Non-accelerated filer o | Smaller reporting company o | |||
|
(Do not check if a smaller reporting company) |
Class | Outstanding at October 29, 2010 | |||
Common Stock, $1.00 Par Value
|
7,141,447 | |||
Class B Common Stock, $1.00 Par Value
|
2,044,202 |
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
29
30
31
32
33
34
35
36
37
38
39
40
41
42
43
44
45
46
47
48
49
50
51
52
53
54
55
56
57
58
59
Third Quarter
First Nine Months
2010
2009
2010
2009
$
395,364
$
374,556
$
1,160,223
$
1,088,566
222,247
217,236
672,395
623,990
173,117
157,320
487,828
464,576
139,455
131,024
406,689
386,461
33,662
26,296
81,139
78,115
8,841
8,866
26,453
28,059
24,821
17,430
54,686
50,056
7,610
1,043
18,936
11,928
17,211
16,387
35,750
38,128
1,678
959
3,514
1,982
$
15,533
$
15,428
$
32,236
$
36,146
$
1.69
$
1.68
$
3.51
$
3.94
7,141
7,141
7,141
7,047
$
1.69
$
1.68
$
3.51
$
3.94
2,044
2,022
2,039
2,117
$
1.68
$
1.68
$
3.50
$
3.93
9,225
9,203
9,220
9,194
$
1.68
$
1.67
$
3.48
$
3.92
2,084
2,062
2,079
2,147
$
.25
$
.25
$
.75
$
.75
$
.25
$
.25
$
.75
$
.75
Table of Contents
Unaudited
Unaudited
Oct. 3,
Jan. 3,
Sept. 27,
2010
2010
2009
$
30,424
$
17,770
$
25,062
3,500
4,500
4,512
$2,187 and $1,971,
respectively
115,554
92,727
96,263
20,165
4,109
17,460
23,382
17,005
17,015
62,686
59,122
67,762
31,817
35,016
25,398
287,528
230,249
253,472
312,759
326,701
319,456
48,029
51,548
52,727
40,645
46,508
46,001
520,672
520,672
520,672
102,049
102,049
102,049
4,983
5,350
5,489
$
1,316,665
$
1,283,077
$
1,299,866
Table of Contents
CONSOLIDATED BALANCE SHEETS
In Thousands (Except Share Data)
Unaudited
Unaudited
Oct. 3,
Jan. 3,
Sept. 27,
2010
2010
2009
$
$
$
3,861
3,846
3,759
38,377
36,794
32,597
43,394
27,880
43,601
65,119
61,978
64,208
26,385
25,963
23,195
10,056
5,521
12,487
187,192
161,982
179,847
158,359
158,548
142,239
81,021
89,306
99,066
108,417
106,968
103,788
56,386
59,261
60,247
523,025
537,917
552,882
1,114,400
1,113,982
1,138,069
10,204
10,204
10,204
2,671
2,649
2,649
104,758
103,464
103,562
133,347
107,995
108,295
(43,779
)
(46,767
)
(54,038
)
207,201
177,545
170,672
60,845
60,845
60,845
409
409
409
145,947
116,291
109,418
56,318
52,804
52,379
202,265
169,095
161,797
$
1,316,665
$
1,283,077
$
1,299,866
Table of Contents
In Thousands
Capital
Accumulated
Class B
in
Other
Total
Common
Common
Excess of
Retained
Comprehensive
Treasury
Equity
Noncontrolling
Total
Stock
Stock
Par Value
Earnings
Loss
Stock
of CCBCC
Interest
Equity
$
9,706
$
3,127
$
103,582
$
79,021
$
(57,873
)
$
(61,254
)
$
76,309
$
50,397
$
126,706
36,146
36,146
1,982
38,128
1
1
1
3,834
3,834
3,834
39,981
1,982
41,963
Common ($.75 per share)
(5,232
)
(5,232
)
(5,232
)
($.75 per share)
(1,640
)
(1,640
)
(1,640
)
20
(20
)
498
(498
)
$
10,204
$
2,649
$
103,562
$
108,295
$
(54,038
)
$
(61,254
)
$
109,418
$
52,379
$
161,797
$
10,204
$
2,649
$
103,464
$
107,995
$
(46,767
)
$
(61,254
)
$
116,291
$
52,804
$
169,095
32,236
32,236
3,514
35,750
39
39
39
(7
)
(7
)
(7
)
2,956
2,956
2,956
35,224
3,514
38,738
Common ($.75 per share)
(5,356
)
(5,356
)
(5,356
)
($.75 per share)
(1,528
)
(1,528
)
(1,528
)
22
1,294
1,316
1,316
$
10,204
$
2,671
$
104,758
$
133,347
$
(43,779
)
$
(61,254
)
$
145,947
$
56,318
$
202,265
Table of Contents
In Thousands
First Nine Months
2010
2009
$
35,750
$
38,128
44,163
45,526
367
421
2,188
6,470
1,211
767
425
(881
)
1,760
1,811
(907
)
(1,770
)
1,588
1,464
1,450
(22,043
)
(13,063
)
4,434
(12,606
)
(5,368
)
(8,813
)
(13
)
1
28,374
20,208
64,124
58,336
(29,011
)
(29,776
)
1,373
4,942
1,000
(4,512
)
(26,638
)
(29,346
)
108,062
(15,000
)
30,000
(176,693
)
(6,884
)
(6,872
)
(340
)
(2,860
)
(2,364
)
(1,042
)
(88
)
(86
)
(24,832
)
(49,335
)
12,654
(20,345
)
17,770
45,407
$
30,424
$
25,062
$
1,316
$
1,130
660
Table of Contents
Table of Contents
Notes to Consolidated Financial Statements (Unaudited)
Oct. 3,
Jan. 3,
Sept. 27,
In Thousands
2010
2010
2009
$
36,149
$
33,686
$
40,576
8,284
8,275
7,968
18,253
17,161
19,218
$
62,686
$
59,122
$
67,762
Oct. 3,
Jan. 3,
Sept. 27,
Estimated
In Thousands
2010
2010
2009
Useful Lives
$
12,966
$
12,671
$
12,167
117,131
111,314
110,059
10-50 years
132,088
127,068
124,410
5-20 years
151,215
156,692
165,867
4-17 years
35,613
36,573
37,363
4-10 years
314,352
312,079
309,727
6-15 years
67,152
64,390
61,937
5-20 years
68,449
65,290
65,022
3-10 years
2,944
7,907
2,426
901,910
893,984
888,978
589,151
567,283
569,522
$
312,759
$
326,701
$
319,456
Table of Contents
Notes to Consolidated Financial Statements (Unaudited)
Oct. 3,
Jan. 3,
Sept. 27,
Estimated
In Thousands
2010
2010
2009
Useful Lives
$
76,877
$
76,877
$
76,877
3-20 years
28,848
25,329
24,150
$
48,029
$
51,548
$
52,727
Oct. 3,
Jan. 3,
Sept. 27,
Estimated
In Thousands
2010
2010
2009
Useful Lives
$
8,665
$
8,665
$
8,665
1-20 years
3,682
3,315
3,176
$
4,983
$
5,350
$
5,489
Table of Contents
Notes to Consolidated Financial Statements (Unaudited)
Oct. 3,
Jan. 3,
Sept. 27,
In Thousands
2010
2010
2009
$
15,809
$
9,738
$
9,987
18,012
18,086
17,940
2,830
408
2,480
3,000
10,985
12,015
12,126
9,795
11,862
11,950
7,688
9,869
6,725
$
65,119
$
61,978
$
64,208
Interest
Interest
Oct. 3,
Jan. 3,
Sept. 27,
In Thousands
Maturity
Rate
Paid
2010
2010
2009
2012
Varies
$
$
15,000
$
30,000
2012
5.00
%
Semi-annually
150,000
150,000
150,000
2015
5.30
%
Semi-annually
100,000
100,000
100,000
2016
5.00
%
Semi-annually
164,757
164,757
164,757
2019
7.00
%
Semi-annually
110,000
110,000
110,000
2019
(1,732
)
(1,840
)
(1,875
)
523,025
537,917
552,882
$
523,025
$
537,917
$
552,882
Table of Contents
Table of Contents
Notes to Consolidated Financial Statements (Unaudited)
Table of Contents
Notes to Consolidated Financial Statements (Unaudited)
Third Quarter
In Thousands
Classification of Gain (Loss)
2010
2009
S,D&A expenses
$
(213
)
$
(138
)
S,D&A expenses
82
(497
)
Cost of sales
98
Cost of sales
3,003
1,440
$
2,970
$
805
First Nine Months
In Thousands
Classification of Gain (Loss)
2010
2009
S,D&A expenses
$
(243
)
$
(947
)
S,D&A expenses
(1,274
)
2,921
Cost of sales
609
Cost of sales
(3,210
)
5,326
$
(4,118
)
$
7,300
Table of Contents
Notes to Consolidated Financial Statements (Unaudited)
Balance Sheet
Oct. 3,
Jan. 3,
Sept. 27,
In Thousands
Classification
2010
2010
2009
Prepaid expenses and other current assets
$
343
$
1,617
$
584
Prepaid expenses and other current assets
246
863
859
Prepaid expenses and other current assets
5,660
3,303
968
Prepaid expenses and other current assets
2,284
967
716
$
8,533
$
6,750
$
3,127
Other assets
$
$
$
353
Other assets
246
Other assets
1,582
7,149
4,358
Other assets
651
2,453
2,935
$
2,233
$
9,602
$
7,892
Notional
Latest
In Thousands
Amount
Maturity
$
2,621
December 2010
36,258
December 2011
Table of Contents
Notes to Consolidated Financial Statements (Unaudited)
Oct. 3, 2010
Jan. 3, 2010
Sept. 27, 2009
Carrying
Fair
Carrying
Fair
Carrying
Fair
In Thousands
Amount
Value
Amount
Value
Amount
Value
$
(523,025
)
$
(580,380
)
$
(522,917
)
$
(557,758
)
$
(522,882
)
$
(559,627
)
(15,000
)
(15,000
)
(30,000
)
(30,000
)
9,040
9,040
8,471
8,471
7,996
7,996
(9,040
)
(9,040
)
(8,471
)
(8,471
)
(7,996
)
(7,996
)
343
343
1,617
1,617
937
937
7,242
7,242
10,452
10,452
5,326
5,326
Table of Contents
Notes to Consolidated Financial Statements (Unaudited)
Oct. 3, 2010
Jan. 3, 2010
Sept. 27, 2009
In Thousands
Level 1
Level 2
Level 1
Level 2
Level 1
Level 2
$
9,040
$
8,471
$
7,996
$
343
$
1,617
$
937
7,242
10,452
5,326
9,040
8,471
7,996
Oct. 3,
Jan. 3,
Sept. 27,
In Thousands
2010
2010
2009
$
89,322
$
85,382
$
83,825
19,095
21,586
19,963
$
108,417
$
106,968
$
103,788
Table of Contents
Notes to Consolidated Financial Statements (Unaudited)
Table of Contents
Notes to Consolidated Financial Statements (Unaudited)
Table of Contents
Notes to Consolidated Financial Statements (Unaudited)
First Nine Months
In Thousands
2010
2009
$
17,910
$
16,826
2,165
2,094
(1,791
)
(1,197
)
774
754
(1,080
)
(7,070
)
464
494
521
$
18,936
$
11,928
Table of Contents
Notes to Consolidated Financial Statements (Unaudited)
July 4,
Pre-tax
Tax
Oct. 3,
In Thousands
2010
Activity
Effect
2010
$
(38,809
)
$
1,365
$
(535
)
$
(37,979
)
(32
)
4
(2
)
(30
)
(12,592
)
410
(161
)
(12,343
)
6,834
(446
)
175
6,563
18
(6
)
2
14
(19
)
16
(7
)
(10
)
5
1
6
$
(44,595
)
$
1,343
$
(527
)
$
(43,779
)
June 28,
Pre-tax
Tax
Sept. 27,
In Thousands
2009
Activity
Effect
2009
$
(53,880
)
$
2,339
$
(921
)
$
(52,462
)
(40
)
4
(2
)
(38
)
(9,361
)
218
(86
)
(9,229
)
7,917
(446
)
176
7,647
33
(6
)
2
29
12
4
(1
)
15
$
(55,319
)
$
2,113
$
(832
)
$
(54,038
)
Table of Contents
Notes to Consolidated Financial Statements (Unaudited)
Jan. 3,
Pre-tax
Tax
Oct. 3,
In Thousands
2010
Activity
Effect
2010
$
(40,626
)
$
4,355
$
(1,708
)
$
(37,979
)
(37
)
12
(5
)
(30
)
(13,470
)
1,092
35
(12,343
)
7,376
(1,338
)
525
6,563
26
(19
)
7
14
(49
)
65
(26
)
(10
)
13
(13
)
6
6
$
(46,767
)
$
4,154
$
(1,166
)
$
(43,779
)
Dec. 28,
Pre-tax
Tax
Sept. 27,
In Thousands
2008
Activity
Effect
2009
$
(56,717
)
$
7,017
$
(2,762
)
$
(52,462
)
(45
)
12
(5
)
(38
)
(9,625
)
653
(257
)
(9,229
)
8,459
(1,339
)
527
7,647
41
(19
)
7
29
14
1
15
$
(57,873
)
$
6,325
$
(2,490
)
$
(54,038
)
Table of Contents
Notes to Consolidated Financial Statements (Unaudited)
Table of Contents
Notes to Consolidated Financial Statements (Unaudited)
Third Quarter
First Nine Months
In Thousands
2010
2009
2010
2009
$
20
$
23
$
58
$
68
2,864
2,788
8,578
8,365
(2,894
)
(2,270
)
(8,630
)
(6,810
)
4
4
12
12
1,365
2,339
4,355
7,017
$
1,359
$
2,884
$
4,373
$
8,652
Table of Contents
Notes to Consolidated Financial Statements (Unaudited)
Third Quarter
First Nine Months
In Thousands
2010
2009
2010
2009
$
182
$
158
$
572
$
473
634
557
1,886
1,672
(7
)
(6
)
(19
)
(19
)
410
218
1,092
653
(446
)
(446
)
(1,338
)
(1,339
)
$
773
$
481
$
2,193
$
1,440
Table of Contents
Notes to Consolidated Financial Statements (Unaudited)
First Nine Months
In Millions
2010
2009
$
301.6
$
277.4
33.8
35.1
$
267.8
$
242.3
$
38.6
$
39.4
6.4
5.3
7.7
8.5
3.3
3.0
2.2
.6
1.1
Table of Contents
Notes to Consolidated Financial Statements (Unaudited)
Table of Contents
Notes to Consolidated Financial Statements (Unaudited)
Third Quarter
First Nine Months
In Thousands
2010
2009
2010
2009
$
259,824
$
257,289
$
783,531
$
749,488
66,109
58,253
172,917
162,703
325,933
315,542
956,448
912,191
36,589
31,822
107,273
98,433
32,842
27,192
96,502
77,942
69,431
59,014
203,775
176,375
$
395,364
$
374,556
$
1,160,223
$
1,088,566
Table of Contents
Notes to Consolidated Financial Statements (Unaudited)
Third Quarter
First Nine Months
In Thousands (Except Per Share Data)
2010
2009
2010
2009
$
15,533
$
15,428
$
32,236
$
36,146
1,785
1,785
5,356
5,285
512
505
1,528
1,587
$
13,236
$
13,138
$
25,352
$
29,274
$
10,291
$
10,239
$
19,721
$
22,511
2,945
2,899
5,631
6,763
$
13,236
$
13,138
$
25,352
$
29,274
$
10,246
$
10,194
$
19,635
$
22,438
2,990
2,944
5,717
6,836
$
13,236
$
13,138
$
25,352
$
29,274
$
1,785
$
1,785
$
5,356
$
5,285
10,291
10,239
19,721
22,511
$
12,076
$
12,024
$
25,077
$
27,796
$
512
$
505
$
1,528
$
1,587
2,945
2,899
5,631
6,763
$
3,457
$
3,404
$
7,159
$
8,350
Table of Contents
Notes to Consolidated Financial Statements (Unaudited)
Third Quarter
First Nine Months
In Thousands (Except Per Share Data)
2010
2009
2010
2009
Common Stock share:
$
1,785
$
1,785
$
5,356
$
5,285
512
505
1,528
1,587
13,236
13,138
25,352
29,274
Common Stock share
$
15,533
$
15,428
$
32,236
$
36,146
Common Stock share:
$
512
$
505
$
1,528
$
1,587
2,990
2,944
5,717
6,836
Class B
Common Stock share
$
3,502
$
3,449
$
7,245
$
8,423
Table of Contents
Notes to Consolidated Financial Statements (Unaudited)
Third Quarter
First Nine Months
In Thousands (Except Per Share Data)
2010
2009
2010
2009
Common
Stock and Class B Common Stock share:
7,141
7,141
7,141
7,047
2,044
2,022
2,039
2,117
Common
Stock and Class B Common Stock share:
9,225
9,203
9,220
9,194
2,084
2,062
2,079
2,147
$
1.69
$
1.68
$
3.51
$
3.94
$
1.69
$
1.68
$
3.51
$
3.94
$
1.68
$
1.68
$
3.50
$
3.93
$
1.68
$
1.67
$
3.48
$
3.92
(1)
(2)
(3)
Table of Contents
Notes to Consolidated Financial Statements (Unaudited)
Table of Contents
Notes to Consolidated Financial Statements (Unaudited)
First Nine Months
In Thousands
2010
2009
$
(22,827
)
$
3,586
(16,056
)
(14,006
)
(4,972
)
(4,025
)
(5,014
)
(2,265
)
3,128
(4,355
)
359
(9,786
)
15,514
8,290
3,141
6,704
149
(1,554
)
4,535
4,348
$
(22,043
)
$
(13,063
)
Table of Contents
Notes to Consolidated Financial Statements (Unaudited)
Table of Contents
Table of Contents
Third Quarter
First Nine Months
In Thousands
2010
2009
2010
2009
$
259,824
$
257,289
$
783,531
$
749,488
66,109
58,253
172,917
162,703
325,933
315,542
956,448
912,191
36,589
31,822
107,273
98,433
32,842
27,192
96,502
77,942
69,431
59,014
203,775
176,375
$
395,364
$
374,556
$
1,160,223
$
1,088,566
Table of Contents
Table of Contents
Q3 2010 and YTD 2010
Q3 2009 and YTD 2009
Table of Contents
Third Quarter
%
In Thousands (Except Per Share Data)
2010
2009
Change
Change
$
395,364
$
374,556
$
20,808
5.6
173,117
157,320
15,797
10.0
139,455
131,024
8,431
6.4
33,662
26,296
7,366
28.0
8,841
8,866
(25
)
(0.3
)
24,821
17,430
7,391
42.4
7,610
1,043
6,567
NM*
17,211
16,387
824
5.0
15,533
15,428
105
0.7
$
1.69
$
1.68
$
0.01
0.6
$
1.69
$
1.68
$
0.01
0.6
$
1.68
$
1.68
$
1.68
$
1.67
$
0.01
0.6
*
Not Meaningful
First Nine Months
%
In Thousands (Except Per Share Data)
2010
2009
Change
Change
$
1,160,223
$
1,088,566
$
71,657
6.6
487,828
464,576
23,252
5.0
406,689
386,461
20,228
5.2
81,139
78,115
3,024
3.9
26,453
28,059
(1,606
)
(5.7
)
54,686
50,056
4,630
9.2
18,936
11,928
7,008
58.8
35,750
38,128
(2,378
)
(6.2
)
32,236
36,146
(3,910
)
(10.8
)
$
3.51
$
3.94
$
(0.43
)
(10.9
)
$
3.51
$
3.94
$
(0.43
)
(10.9
)
$
3.50
$
3.93
$
(0.43
)
(10.9
)
$
3.48
$
3.92
$
(0.44
)
(11.2
)
Table of Contents
Oct. 3,
Jan. 3,
Sept. 27,
In Thousands
2010
2010
2009
$
523,025
$
537,917
$
552,882
60,247
63,107
64,006
583,272
601,024
616,888
33,924
22,270
29,574
$
549,348
$
578,754
$
587,314
(1)
Table of Contents
Table of Contents
Q3 2010
(In Millions)
$
6.8
4.4
3.6
3.0
1.8
1.2
$
20.8
YTD 2010
(In Millions)
$
61.9
(17.7
)
15.2
4.5
4.3
3.5
$
71.7
Table of Contents
Bottle/Can Sales Volume
Bottle/Can Sales Volume
Q3 2010
Q3 2009
% Increase (Decrease)
81.7
%
85.0
%
(2.8
)
18.3
%
15.0
%
23.6
100.0
%
100.0
%
1.2
Bottle/Can Sales Volume
Bottle/Can Sales Volume
YTD 2010
YTD 2009
% Increase
84.2
%
85.5
%
5.2
15.8
%
14.5
%
15.9
100.0
%
100.0
%
6.8
Table of Contents
Q3 2010
(In Millions)
$
(2.9
)
2.3
2.2
1.7
(1.7
)
0.5
(0.1
)
3.0
$
5.0
YTD 2010
(In Millions)
$
36.4
(16.1
)
9.9
7.9
4.4
(0.9
)
0.8
6.0
$
48.4
Table of Contents
Q3 2010
(In Millions)
$
6.8
3.0
2.9
2.1
1.7
1.4
(0.5
)
0.1
0.1
(1.8
)
$
15.8
Table of Contents
YTD 2010
Attributable to:
(In Millions)
$
25.5
(17.7
)
16.1
(7.9
)
5.3
4.3
0.9
(0.8
)
0.1
(2.5
)
$
23.3
Table of Contents
Q3 2010
Attributable to:
(In Millions)
$
2.7
2.1
1.7
0.9
(0.7
)
(0.5
)
2.2
$
8.4
YTD 2010
Attributable to:
(In Millions)
$
7.0
7.0
4.0
3.6
1.2
(2.4
)
(2.4
)
(2.3
)
(1.9
)
6.4
$
20.2
Table of Contents
Table of Contents
Table of Contents
Table of Contents
First Nine Months
In Millions
2010
2009
$
86.9
$
82.2
1.0
30.0
108.1
1.4
4.9
$
89.3
$
225.2
$
29.0
$
29.8
17.9
179.1
4.5
1.0
6.9
6.9
14.1
13.8
8.7
10.1
.3
$
76.6
$
245.5
$
12.7
$
(20.3
)
Table of Contents
Long-Term Debt
BBB
Baa2
Table of Contents
Payments Due by Period
Oct. 2010-
Oct. 2011-
Oct. 2013-
After
In Thousands
Total
Sept. 2011
Sept. 2013
Sept. 2015
Sept. 2015
$
523,025
$
$
150,000
$
100,000
$
273,025
60,247
3,861
8,358
9,875
38,153
179,869
32,959
58,354
46,167
42,389
326,865
89,145
178,290
59,430
111,251
9,938
17,842
12,763
70,708
18,596
3,810
4,624
3,131
7,031
18,706
6,531
9,686
2,294
195
45,449
2,898
5,445
5,871
31,235
35,774
35,774
$
1,319,782
$
184,916
$
432,599
$
239,531
$
462,736
(1)
(2)
(3)
(4)
(5)
Table of Contents
Table of Contents
Table of Contents
Table of Contents
Table of Contents
Table of Contents
Table of Contents
60
61
Table of Contents
Exhibit
Number
Description
The registrant, by signing this report, agrees to furnish the Securities and
Exchange Commission, upon its request, a copy of any instrument which defines the
rights of holders of long-term debt of the registrant and its consolidated
subsidiaries which authorizes a total amount of securities not in excess of 10 percent
of the total assets of the registrant and its subsidiaries on a consolidated basis.
Form of Master Bottle Contract (Cola Beverage Agreement), made and entered
into, effective January 27, 1989, between The Coca-Cola Company and Coca-Cola Bottling
Co. Consolidated (the Company), together with Form of Home Market Amendment to
Master Bottle Contract, effective as of October 29, 1999 (filed herewith).
Form of Allied Bottle Contract (Allied Beverage Agreement), made and entered
into effective January 11, 1990, between The Coca-Cola Company and the Company (as
successor to Coca-Cola Bottling Company of Anderson, S.C.) (filed herewith).
Letter Agreement, dated January 27, 1989, between The Coca-Cola Company and the
Company, modifying the Cola Beverage Agreements and Allied Beverage Agreements (filed
herewith).
Form of Marketing and Distribution Agreement (Still Beverage Agreement), made
and entered into effective October 1, 2000, between The Coca-Cola Company and the
Company (as successor to Metrolina Bottling Company), with respect to Dasani (filed
herewith).
Ratio of earnings to fixed charges (filed herewith).
*
Table of Contents
62
COCA-COLA BOTTLING CO. CONSOLIDATED
(REGISTRANT)
Date: November 12, 2010
By:
/s/ James E. Harris
James E. Harris
Principal Financial Officer of the Registrant
and
Senior Vice President and Chief Financial Officer
Date: November 12, 2010
By:
/s/ William J. Billiard
William J. Billiard
Principal Accounting Officer of the Registrant
and
Vice President, Controller and Chief Accounting Officer
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
COCA-COLA | THE COCA-COLA COMPANY | ||||||
BOTTLING CO. CONSOLIDATED | COCA-COLA USA DIVISION | ||||||
|
|||||||
By:
|
/s/ James L. Moore | By: | /s/ Charles Wallace | ||||
Title:
|
President | Title: |
|
||||
Date:
|
January 27, 1989 | Date: | January 24, 1989 |
19
1. | Coca-Cola | ||
2. | Coca-Cola classic | ||
3. | cherry Coke | ||
4. | caffeine free Coca-Cola | ||
5. | diet Coke | ||
6. | caffeine free diet Coke | ||
7. | diet cherry Coke |
-2-
-3-
-4-
-5-
-6-
-7-
-8-
-9-
-10-
-11-
-12-
-13-
TYPE: REFILLABLE BOTTLES | Schedule E |
TOLERANCE | ||||||||||||||||||||||||
MAJOR | MAJ. | FILL | DESIGN | |||||||||||||||||||||
BRAND | FINISH | CAPACITY | WEIGHT | HEIGHT | DIAMETER | DIAMETER | HEIGHT | POINT | NUMBER | REFERENCE | ||||||||||||||
Coca-Cola
|
Crown | 6.5 oz. | 13 oz. | 7.750" | 2.237" | +.047-.031 | ± .047 | 1.953 | 7104-04 | a | ||||||||||||||
Coca-Cola
|
Crown & 28mm | 10 oz. | 15 oz. | 9.956" | 2.391" | +.062-.047 | ± .062 | 2.203 | 7108-03 | a,c | ||||||||||||||
Coca-Cola
|
Crown & 28mm | 300 mL | 11 oz. | 8.267" | 2.401" | +.062-.031 | ± .062 | 1.693 | 7109-007 | a,c | ||||||||||||||
Coca-Cola
|
Crown & 28mm | 12 oz. | 16 oz. | 9.656" | 2.580" | +.062-.047 | ± .062 | 2.203 | 7111-03 | a,c | ||||||||||||||
Coca-Cola
|
Crown & 28mm | 500 mL | 15 oz. | 9.956" | 2.781" | ± .062 | ± .062 | 1.703 | 7100-R14 | a,c | ||||||||||||||
Coca-Cola
|
Crown & 28mm | 16 oz. | 17 oz. | 11.125" | 2.635" | ± .062-.047 | ± .078 | 2.203 | 7113-03 | a,c | ||||||||||||||
Coca-Cola
|
Crown | 26 oz. | 26 oz. | 11.703" | 3.328" | ± .062 | ± .078 | 2.576 | 7110-02 | a | ||||||||||||||
Coca-Cola
|
28mm | 32 oz. | 32 oz. | 11.703" | 3.656" | ± .078-.062 | ± .078 | 2.578 | 7110-01 | c | ||||||||||||||
Coca-Cola
|
28mm | 1 Liter | 32 oz. | 11.703" | 3.656" | ± .078-.062 | ± .078 | 2.578 | 7118-R31 | c | ||||||||||||||
Coca-Cola
|
38mm | 1 Liter | 32 oz. | 11.125" | 3.656" | ± .078-.062 | ± .078 | 1.797 | 7118-35 | d | ||||||||||||||
Coca-Cola
|
28mm | 36 oz. | 34 oz. | 12.375" | 3.656" | ± .062 | ± .094 | 2.203 | 7323-03* | c | ||||||||||||||
|
||||||||||||||||||||||||
Coca-Cola classic
|
Crown | 6.5 oz. | 13 oz. | 7.750" | 2.237" | +.047-.031 | ± .047 | 1.953 | 7104-04 | a | ||||||||||||||
Coca-Cola classic
|
Crown & 28mm | 10 oz. | 15 oz. | 9.956" | 2.391" | +.062-.047 | ± .062 | 2.203 | 7108-03 | a,c | ||||||||||||||
Coca-Cola classic
|
Crown & 28mm | 300 mL | 11 oz. | 8.267" | 2.401" | +.062-.031 | ± .062 | 1.693 | 7109-007 | a,c | ||||||||||||||
Coca-Cola classic
|
Crown & 28mm | 12 oz. | 16 oz. | 9.656" | 2.580" | +.062-.047 | ± .062 | 2.203 | 7111-03 | a,c | ||||||||||||||
Coca-Cola classic
|
Crown & 28mm | 500 mL | 15 oz. | 9.956" | 2.781" | ± .062 | ± .062 | 1.703 | 7100-R14 | a,c | ||||||||||||||
Coca-Cola classic
|
Crown & 28mm | 16 oz. | 17 oz. | 11.125" | 2.635" | ± .062-.047 | ± .078 | 2.203 | 7113-03 | a,c | ||||||||||||||
Coca-Cola classic
|
Crown | 26 oz. | 26 oz. | 11.703" | 3.328" | ± .062 | ± .078 | 2.576 | 7110-02 | a | ||||||||||||||
Coca-Cola classic
|
28mm | 32 oz. | 32 oz. | 11.703" | 3.656" | ± .078-.062 | ± .078 | 2.578 | 7110-01 | c | ||||||||||||||
Coca-Cola classic
|
28mm | 1 Liter | 32 oz. | 11.703" | 3.656" | ± .078-.062 | ± .078 | 2.578 | 7118-R31 | c | ||||||||||||||
Coca-Cola classic
|
38mm | 2 Liter | 32 oz. | 11.125" | 3.656" | ± .078-.062 | ± .078 | 1.797 | 7118-35 | d | ||||||||||||||
Coca-Cola classic
|
28mm | 36 oz. | 34 oz. | 12.375" | 3.656" | ± .062 | ± .094 | 2.203 | 7323-03* | c |
Page 1
TYPE: REFILLABLE BOTTLES |
TOLERANCE | ||||||||||||||||||||||||
MAJOR | MAJ. | FILL | DESIGN | |||||||||||||||||||||
BRAND | FINISH | CAPACITY | WEIGHT | HEIGHT | DIAMETER | DIAMETER | HEIGHT | POINT | NUMBER | REFERENCE | ||||||||||||||
C.F.
Coca-Cola
|
Crown & 28mm | 10 oz. | 15 oz. | 9.656" | 2.391" | +.062-.047 | ± .062 | 2.203 | 7108-03 | a,c | ||||||||||||||
C.F.
Coca-Cola
|
Crown & 28mm | 300mL | 11 oz. | 8.267" | 2.401" | +.062-.031 | ± .062 | 1.693 | 7109-007 | a,c | ||||||||||||||
C.F.
Coca-Cola
|
Crown & 28mm | 12 oz. | 16 oz. | 9.656" | 2.580" | +.062-.047 | ± .062 | 2.203 | 7111-03 | a,c | ||||||||||||||
C.F.
Coca-Cola
|
Crown & 28mm | 500mL | 15 oz. | 9.656" | 2.781" | +.062 | ± .062 | 1.703 | 7100-R14 | a,c | ||||||||||||||
C.F.
Coca-Cola
|
Crown & 28mm | 16 oz. | 17 oz. | 11.125" | 2.635" | ±.062-.047 | ± .078 | 2.203 | 7113-03 | a,c | ||||||||||||||
C.F.
Coca-Cola
|
Crown | 26 oz. | 26 oz. | 11.703" | 3.328" | ±.062 | ± .078 | 2.576 | 7110-02 | a | ||||||||||||||
C.F.
Coca-Cola
|
28mm | 32 oz. | 32 oz. | 11.703" | 3.656" | ±.078-.062 | ± .078 | 2.578 | 7110-01 | c | ||||||||||||||
C.F.
Coca-Cola
|
28mm | 1 Liter | 32 oz. | 11.703" | 3.656" | ±.078-.062 | ± .078 | 2.578 | 7118-R31 | c | ||||||||||||||
C.F.
Coca-Cola
|
38mm | 1 Liter | 32 oz. | 11.125" | 3.656" | ±.078-.062 | ± .078 | 1.797 | 7118-35 | d | ||||||||||||||
C.F.
Coca-Cola
|
28mm | 36 oz. | 34 oz. | 12.375" | 3.656" | ±.062 | ± .094 | 2.203 | 7323-03* | c | ||||||||||||||
|
||||||||||||||||||||||||
diet
Coke
|
Crown & 28mm | 10 oz. | 15 oz. | 9.656" | 2.391" | +0.62-.047 | ± .062 | 2.203 | 7108-03 | a,c | ||||||||||||||
diet
Coke
|
Crown & 28mm | 300mL | 11 oz. | 8.267" | 2.401" | +.062-.031 | ± .062 | 1.693 | 7109-007 | a,c | ||||||||||||||
diet
Coke
|
Crown & 28mm | 12 oz. | 16 oz. | 9.656" | 2.580" | +.062-.047 | ± .062 | 2.203 | 7111-03 | a,c | ||||||||||||||
diet
Coke
|
Crown & 28mm | 500mL | 15 oz. | 9.656" | 2.781" | +.062 | ± .062 | 1.703 | 7100-R14 | a,c | ||||||||||||||
diet
Coke
|
Crown & 28mm | 16 oz. | 17 oz. | 11.125" | 2.635" | ±.062-.047 | ± .078 | 2.203 | 7113-03 | a,c | ||||||||||||||
diet
Coke
|
28mm | 32 oz. | 32 oz. | 11.703" | 3.656" | ±.078-.062 | ± .078 | 2.570 | 7110-01 | c | ||||||||||||||
diet
Coke
|
28mm | 1 Liter | 32 oz. | 11.703" | 3.656" | ±.078-.062 | ± .078 | 2.570 | 7118-R31 | c | ||||||||||||||
diet
Coke
|
38mm | 1 Liter | 32 oz. | 11.125" | 3.656" | ±.078-.062 | ± .078 | 1.797 | 7118-35 | d | ||||||||||||||
diet
Coke
|
Crown | 26 oz. | 26 oz. | 11.703" | 3.359" | ±.062 | ± .078 | 2.562 | 17001 | a | ||||||||||||||
diet
Coke
|
28mm | 36 oz. | 34 oz. | 12.375" | 3.656" | ±.062 | ± .094 | 2.203 | 7323-03* | c | ||||||||||||||
Page 2
TOLERANCE | ||||||||||||||||||||||||
MAJOR | MAJ. | FILL | DESIGN | |||||||||||||||||||||
BRAND | FINISH | CAPACITY | WEIGHT | HEIGHT | DIAMETER | DIAMETER | HEIGHT | POINT | NUMBER | REFERENCE | ||||||||||||||
C F diet Coke
|
Crown & 28mm | 10 oz. | 15 oz. | 9.956" | 2.391" | + .062-.047 | ± .062 | 2.203 | 7108-03 | a,c | ||||||||||||||
C F diet Coke
|
Crown & 28mm | 300 mL | 11 oz. | 8.267" | 2.401" | + .062-.031 | ± .062 | 1.693 | 7109-007 | a,c | ||||||||||||||
C F diet Coke
|
Crown & 28mm | 12 oz. | 16 oz. | 9.656" | 2.580" | + .062-.047 | ± .062 | 2.203 | 7111-03 | a,c | ||||||||||||||
C F diet Coke
|
Crown & 28mm | 500 mL | 15 oz. | 9.956" | 2.781" | ± .062 | ± .062 | 1.703 | 7100-R14 | a,c | ||||||||||||||
C F diet Coke
|
Crown & 28mm | 16 oz | 17 oz. | 11.125" | 2.635" | ± .062-.047 | ± .078 | 2.203 | 7113-03 | a,c | ||||||||||||||
C F diet Coke
|
28mm | 32 oz. | 32 oz. | 11.703" | 3.656" | ± .078-.062 | ± .078 | 2.578 | 7110-01 | c | ||||||||||||||
C F diet Coke
|
28mm | 1 Liter | 32 oz. | 11.703" | 3.656" | ± .078-.062 | ± .078 | 2.578 | 7118-R31 | c | ||||||||||||||
C F diet Coke
|
38mm | 1 Liter | 32 oz. | 11.125" | 3.656" | ± .078-.062 | ± .078 | 1.797 | 7118-35 | d | ||||||||||||||
C F diet Coke
|
Crown | 26 oz. | 26 oz. | 11.703" | 3.359" | ± .062 | ± .078 | 2.562 | 17001 | a | ||||||||||||||
C F diet Coke
|
28mm | 36 oz. | 34 oz. | 12.375" | 3.656" | ± .062 | ± .094 | 2.203 | 7323-03* | c | ||||||||||||||
|
||||||||||||||||||||||||
Cherry Coke
|
Crown & 28mm | 10 oz. | 15 oz | 9.956" | 2.391" | + .062-.047 | ± .062 | 2.203 | 7108-03 | a,c | ||||||||||||||
Cherry Coke
|
Crown & 28mm | 300 mL. | 11 oz. | 8.267" | 2.401" | + .062-.031 | ± .062 | 1.693 | 7109-007 | a,c | ||||||||||||||
Cherry Coke
|
Crown & 28mm | 12 oz. | 16 oz. | 9.656" | 2.580" | + .062-.047 | ± .062 | 2.203 | 7111-03 | a,c | ||||||||||||||
Cherry Coke
|
Crown & 28mm | 500 mL | 15 oz. | 9.956" | 2.781" | ± .062 | ± .062 | 1.703 | 7100-R14 | a,c | ||||||||||||||
Cherry Coke
|
Crown & 28mm | 16 oz | 17 oz. | 11.125" | 2.635" | ± .062-.047 | ± .078 | 2.203 | 7113-03 | a,c | ||||||||||||||
Cherry Coke
|
28mm | 32 oz. | 32 oz. | 11.703" | 3.656" | ± .078-.062 | ± .078 | 2.578 | 7110-01 | c | ||||||||||||||
Cherry Coke
|
28mm | 1 Liter | 32 oz. | 11.703" | 3.656" | ± .078-.062 | ± .078 | 2.578 | 7118-R31 | c | ||||||||||||||
Cherry Coke
|
38mm | 1 Liter | 32 oz. | 11.125" | 3.656" | ± .078-.062 | ± .078 | 1.797 | 7118-35 | d | ||||||||||||||
Cherry Coke
|
Crown | 26 oz | 26 oz. | 11.703" | 3.359" | ± .062 | ± .078 | 2.562 | 17001 | a | ||||||||||||||
Cherry Coke
|
28mm | 36 oz | 34 oz. | 12.375" | 3.656" | ± .062 | ± .094 | 2.203 | 7323-03* | c | ||||||||||||||
|
||||||||||||||||||||||||
diet Cherry Coke
|
Crown & 28mm | 10 oz. | 15 oz. | 9.956" | 2.391" | + .062-.047 | ± .062 | 2.203 | 7108-03 | a,c | ||||||||||||||
diet Cherry Coke
|
Crown & 28mm | 300 mL. | 11 oz. | 8.267" | 2.401" | + .062-.031 | ± .062 | 1.693 | 7109-007 | a,c | ||||||||||||||
diet Cherry Coke
|
Crown & 28mm | 12 oz. | 16 oz. | 9.656" | 2.580" | + .062-.047 | ± .062 | 2.203 | 7111-03 | a,c | ||||||||||||||
diet Cherry Coke
|
Crown & 28mm | 500 mL. | 15 oz. | 9.956" | 2.781" | ± .062 | ± .062 | 1.703 | 7100-R14 | a,c | ||||||||||||||
diet Cherry Coke
|
Crown & 28mm | 16 oz. | 17 oz. | 11.125" | 2.635" | ± .062-.047 | ± .078 | 2.203 | 7113-03 | a,c | ||||||||||||||
diet Cherry Coke
|
28mm | 32 oz. | 32 oz. | 11.703" | 3.656" | ± .078-.062 | ± .078 | 2.578 | 7110-01 | c | ||||||||||||||
diet Cherry Coke
|
28mm | 1 Liter | 32 oz. | 11.703" | 3.656" | ± .078-.062 | ± .078 | 2.578 | 7118-R31 | c | ||||||||||||||
diet Cherry Coke
|
38mm | 1 Liter | 32 oz. | 11.125" | 3.656" | ± .078-.062 | ± .078 | 1.797 | 7118-35 | d | ||||||||||||||
diet Cherry Coke
|
Crown | 26 oz. | 26 oz. | 11.703" | 3.359" | ± .062 | ± .078 | 2.562 | 17001 | a | ||||||||||||||
diet Cherry Coke
|
28mm | 36 oz. | 34 oz. | 12.376" | 3.656" | ± .062 | ± .094 | 2.203 | 7323-03* | c |
Page 3
TOLERANCE | ||||||||||||||||||||||
MAJOR | MAJ. | FILL | DESIGN | |||||||||||||||||||
BRAND | FINISH | CAPACITY | WEIGHT | HEIGHT | DIAMETER | DIAMETER | HEIGHT | POINT | NUMBER | REFERENCE | ||||||||||||
TAB
|
Crown | 7 oz. | 13 oz. | 7.750" | 2.328" | + .047- .031 | ± .047 | 1.953 | 7216-01 | a | ||||||||||||
TAB
|
Crown & 28mm | 10 oz. | 15 oz. | 9.956" | 2.360" | + .047- .031 | + .062 | 2.203 | 7218-02 | a, c | ||||||||||||
TAB
|
Crown & 28mm | 16 oz. | 17 oz. | 11.125" | 2.635" | + .062- .047 | ± .078 | 2.203 | 7220-02 | a, c | ||||||||||||
TAB
|
Crown & 28mm | 500 mL | 15 oz. | 9.956" | 2.781" | ± .062 | ±.062 | 1.703 | 7291-003 | a, c | ||||||||||||
TAB
|
28mm | 32 oz. | 32 oz. | 11.703" | 3.656" | + .078- .062 | ±.078 | 2.578 | 7288-02 | c | ||||||||||||
TAB
|
28mm | 1 Liter | 32 oz. | 11.703" | 3.656" | + .078- .062 | ±.078 | 2.578 | 7222-006 | c | ||||||||||||
TAB
|
38mm | 1 Liter | 32 oz. | 11.125" | 3.656" | + .078- .062 | ±.078 | 1.797 | 7222-04 | d | ||||||||||||
TAB
|
28mm | 36 oz. | 34 oz. | 12.375" | 3.656" | ± .062 | ±.094 | 2.203 | 7369-1* | c | ||||||||||||
|
||||||||||||||||||||||
CF TAB
|
Crown & 28mm | 10 oz | 15 oz | 9.956" | 2.360" | + .047- .031 | ±.062 | 2.203 | 7218-02 | a, c | ||||||||||||
CF TAB
|
Crown & 28mm | 16 oz | 17 oz. | 11.125" | 2.635" | + .062- .047 | ±.078 | 2.203 | 7220-02 | a, c | ||||||||||||
CF TAB
|
Crown & 28mm | 500 mL | 15 oz | 9.956" | 2.781" | ±.062 | ±.062 | 1.703 | 7291-003 | a, c | ||||||||||||
CF. TAB
|
28mm | 32 oz. | 32 oz. | 11.703" | 3.656" | +.078- .062 | ±.078 | 2.578 | 7288-02 | c | ||||||||||||
CF TAB
|
28mm | 1 Liter | 32 oz. | 11.703" | 3.656" | +.078- .062 | ±.078 | 2.578 | 7222-006 | c | ||||||||||||
CF TAB
|
38mm | 1 Liter | 32 oz. | 11.125" | 3.656" | +.078- .062 | ±.078 | 1.797 | 7222-04 | d | ||||||||||||
|
||||||||||||||||||||||
Sprite
|
Crown | 7 oz | 13 oz. | 7.750" | 2.344" | + .047- .031 | ±.047 | 1.953 | 7119-04 | a | ||||||||||||
Sprite
|
Crown & 28mm | 10 oz | 15 oz. | 9.656" | 2.355" | + .047- .031 | ±.062 | 2 203 | 7203-02 | a, c | ||||||||||||
Sprite
|
Crown & 28mm | 16 oz | 18 oz. | 11.125" | 2.635" | + .062- .047 | ±.078 | 2.203 | 7207-04 | a, c | ||||||||||||
Sprite
|
Crown & 28mm | 500 mL | 15 oz. | 9.656" | 2.781" | ± .062 | ±.062 | 1.703 | 7270-06 | a, c | ||||||||||||
Sprite
|
28mm | 32 oz. | 32 oz. | 11.703" | 3.656" | + .078- .062 | ± .078 | 2.578 | 7293-01 | a | ||||||||||||
Sprite
|
28mm | 32 oz | 32 oz. | 11.703" | 3.656" | + .078- .062 | ±.078 | 2.578 | 7293-002 | c | ||||||||||||
Sprite
|
28mm | 1 Liter | 32 oz. | 11.703" | 3.656" | + .078- .062 | ±.078 | 2 578 | 7103-014 | c | ||||||||||||
Sprite
|
38mm | 1 Liter | 32 oz. | 11.125" | 3.656" | + .078- .062 | ±.078 | 1.797 | 7103-11 | d | ||||||||||||
|
||||||||||||||||||||||
diet Sprite
|
Crown & 28mm | 10 oz | 15 oz. | 9.656" | 2.355" | + .047- .031 | ±.062 | 2.203 | 7203-02 | a, c | ||||||||||||
diet Sprite
|
Crown & 28mm | 16 oz | 18 oz. | 11.125" | 2.635" | + .062- .047 | ±.078 | 2.203 | 7207-04 | a, c | ||||||||||||
diet Sprite
|
Crown & 28mm | 500 mL | 15 oz. | 9.656" | 2.781" | ±.062 | ±.062 | 1.703 | 7270-06 | a, c | ||||||||||||
diet Sprite
|
28mm | 32 oz. | 32 oz. | 11.703" | 3.656" | + .078- .062 | ±.078 | 2.578 | 7293-002 | c | ||||||||||||
diet Sprite
|
38mm | 1 Liter | 32 oz. | 11.125" | 3.656" | + .078- .062 | ±.078 | 1.797 | 7103-11 | d |
Page 4
TOLERANCE | ||||||||||||||||||||||
MAJOR | MAJ. | FILL | DESIGN | |||||||||||||||||||
BRAND | FINISH | CAPACITY | WEIGHT | HEIGHT | DIAMETER | DIAMETER | HEIGHT | POINT | NUMBER | REFERENCE | ||||||||||||
Mr PIBB
|
Crown & 28mm | 10 oz. | 15 oz. | 9.656" | 2.323" | +. 047- .031 | ± .062 | 2.203 | 7167-02 | a,c | ||||||||||||
Mr PIBB
|
Crown & 28mm | 15 oz. | 17 oz. | 11.125" | 2.534" | + .062-.047 | ± .078 | 2.203 | 7340-01 | a,c | ||||||||||||
Mr PIBB
|
Crown & 28mm | 500 mL. | 15 oz. | 9.656" | 2.781" | ± .062 | ± .062 | 1.703 | 7454-001 | a,c | ||||||||||||
Mr PIBB
|
28mm | 32 oz. | 32 oz. | 11.703" | 3.656" | + .078-.062 | ± .078 | 2.578 | 7292-02 | c | ||||||||||||
Mr PIBB
|
28mm | 1.Liter | 32 oz. | 11.703" | 3.656" | + .078-.062 | ± .078 | 2.578 | 7169-13 | c,ACL | ||||||||||||
Mr PIBB
|
38mm | 1.Liter | 32 oz. | 11.125" | 3.656" | + .078-.062 | ± .078 | 1.797 | 7169-10 | d | ||||||||||||
|
||||||||||||||||||||||
Mello Yello
|
Crown & 28mm | 10 oz. | 15 oz. | 9.656" | 2.323" | + .047-.031 | ± .062 | 2.203 | 7167-02 | a,c | ||||||||||||
Mello Yello
|
Crown & 28mm | 15 oz. | 17 oz. | 11.125" | 2.534" | + .062-.047 | ± .078 | 2.203 | 7340-01 | a,c | ||||||||||||
Mello Yello
|
Crown & 28mm | 500 mL. | 15 oz. | 9.656" | 2.781" | ± .062 | ± .062 | 1.703 | 7454-001 | a,c | ||||||||||||
Mello Yello
|
28mm | 32 oz. | 32 oz. | 11.703" | 3.656" | + .078-.062 | ± .078 | 2.578 | 7292-02 | c | ||||||||||||
Mello Yello
|
38mm | 1.Liter | 32 oz. | 11.125" | 3.656" | + .078-.062 | ± .078 | 1.797 | 7169-10 | d | ||||||||||||
|
||||||||||||||||||||||
Ramblin
|
Crown & 28mm | 10 oz. | 15 oz. | 9.656" | 2.323" | + .047-.031 | ± .062 | 2.203 | 7167-02 | a,c | ||||||||||||
Ramblin
|
Crown & 28mm | 16 oz. | 17 oz. | 11.125" | 2.534" | + .062-.047 | ± .078 | 2.203 | 7340-01 | a,c | ||||||||||||
Ramblin
|
Crown & 28mm | 500 mL. | 15 oz. | 9.656" | 2.781" | ± .062 | ± .062 | 1.703 | 7454-001 | a,c | ||||||||||||
Ramblin
|
28mm | 32 oz. | 32 oz. | 11.703" | 3.656" | + .078-.062 | ± .078 | 2.578 | 7292-02 | c | ||||||||||||
Ramblin
|
38mm | 1.Liter | 32 oz. | 11.125" | 3.656" | + .078-.062 | ± .078 | 1.797 | 7169-10 | d | ||||||||||||
|
||||||||||||||||||||||
Fresca
|
Crown | 7 oz. | 13 oz. | 7.750" | 2.328" | + .047-.031 | ± .047 | 1.953 | 7146-01 | a | ||||||||||||
Fresca
|
Crown & 28mm | 10 oz. | 15 oz. | 9.656" | 2.390" | + .062-.047 | ± .062 | 2.203 | 7149-03 | a,c | ||||||||||||
Fresca
|
Crown & 28mm | 16 oz. | 18 oz. | 11.125" | 2.641" | + .062-.047 | ± .078 | 2.203 | 7151-01 | a,c | ||||||||||||
Fresca
|
Crown & 28mm | 500 mL | 15 oz. | 9.656" | 2.781" | ± .062 | ± .062 | 1.703 | 7330-003 | a,c | ||||||||||||
Fresca
|
28mm | 32 oz. | 32 oz. | 11.703" | 3.656" | + .078-.062 | ± .078 | 2.578 | 7286-01 | c | ||||||||||||
Fresca
|
38mm | 1.Liter | 32 oz. | 11.125" | 3.656" | + .078-.062 | ± .078 | 1.797 | 7157-10 | d | ||||||||||||
|
||||||||||||||||||||||
Fanta
|
Crown | 7 oz. | 14 oz. | 7.750" | 2.345" | + .047-.031 | ± .047 | 1.953 | 7126-01 | a | ||||||||||||
Fanta
|
Crown & 28mm | 10 oz. | 15 oz. | 9.656" | 2.360" | + .047-.031 | ±.062 | 2.203 | 7131-03 | a,c | ||||||||||||
Fanta
|
Crown & 28mm | 16 oz. | 17 oz. | 11.125" | 2.563" | + .062-.047 | ± .078 | 2.203 | 7135-01 | a,c | ||||||||||||
Fanta
|
Crown & 28mm | 500 mL. | 15 oz. | 9.656" | 2.781" | ± .062 | ± .062 | 1.703 | 7460-001 | a,c,c | ||||||||||||
Fanta
|
Crown & 28mm | 500 mL. | 15 oz. | 9.656" | 2.781" | ± .062 | ± .062 | 1.703 | 7454-001 | a,c | ||||||||||||
Fanta
|
28mm | 32 oz. | 32 oz. | 11. 703" | 3.656" | + .078-.062 | ± .078 | 2.578 | 7287-02 | c | ||||||||||||
Fanta
|
38mm | 1.Liter | 32 oz. | 11.125" | 3.656" | + .078-.062 | ± .078 | 1.797 | 7143-14 | d |
Page 5
TOLERANCE | ||||||||||||||||||||
MAJOR | MAJ. | FILL | DESIGN | |||||||||||||||||
BRAND | FINISH | CAPACITY | WEIGHT | HEIGHT | DIAMETER | DIAMETER | HEIGHT | POINT | NUMBER | REFERENCE | ||||||||||
Minute Maid
|
Crown & 28mm | 10oz | 15 oz. | 9.656" | 2.323" | +.047-.031 | ±.062 | 2.203 | 7167-02 | a, c | ||||||||||
Minute Maid
|
Crown & 28mm | 16oz | 18 oz. | 11.125" | 2.641" | +.062-.047 | ±.078 | 2.203 | 7151-01 | a, c | ||||||||||
Minute Maid
|
Crown & 28mm | 500ml | 15 oz. | 9.656" | 2.781" | ±.062 | ±.062 | 1.703 | 7330-003 | a, c | ||||||||||
|
||||||||||||||||||||
Generic
|
Crown & 28mm | 300 ml | 11 oz. | 8.268" | 2.401" | +.062-.047 | ±.062 | 1.693 | 7464-002 | a, c, e | ||||||||||
Generic
|
Crown & 28mm | 500 ml | 15 oz. | 9.556" | 2.781" | ±.062 | ±.062 | 1.703 | 7454-01 | a, c, e | ||||||||||
Generic
|
Crown & 28mm | 500 ml | 15 oz. | 9.556" | 2.781" | ±.062 | ±.062 | 1.703 | 7460-001 | a, c, e | ||||||||||
Generic
|
28mm | 32 oz | 32 oz. | 11.703" | 3.656" | +.078-.062 | ±.078 | 2.578 | 7292-02 | c, e | ||||||||||
Generic
|
38mm | 1 Liter | 32 oz. | 11.125" | 3.656" | +.078-.062 | ±.078 | 1.797 | 7169-12 | c, e | ||||||||||
Generic
|
38mm | 2 Liter | 52 oz. | 12.875" | 4.656" | ±.079 | ±.094 | 2.578 | 7383-02 | d, f |
Major | Tolerance | Tolerance | Design | |||||||||||||||||
Material | Finish | Capacity | Weight | Height | Diameter | Diameter | Height | Fill Point | Number | Reference | ||||||||||
Pre Labeled
|
crown | 8 oz. | 7.93 oz. | 7.578" | 2.317" | ±.047 | ±.031 | 1.953" | B-89158 | a, I | ||||||||||
ACL
|
crown | 8 oz. | 7.93 oz. | 7.578" | 2.317" | ±.047 | ±.031 | 1.953" | 7236026 | a, I | ||||||||||
Pre Labeled
|
28mm | 16 oz | 9.08oz. | 8.281" | 2.827" | ±.047 | ±.031 | 1.797" | B-89149-GC | b, I |
TOLERANCE | ||||||||||
ITEM | MATERIAL | DIAMETER | HEIGHT | DIAMETER | HEIGHT | |||||
Crowns
|
Tin-free steel or Tinplate | (OD) 1.262" | .235" | ± .008" | ± .008" | |||||
|
||||||||||
Metal Closures
|
Aluminum | 38 mm (ID)1.495" | 0.692" | .008"/-0.002 | ± .007" | |||||
|
||||||||||
Plastic Closures
|
Polypropylene | 28 mm(OD) 1.166" | 0.708" | ± .010" | ± .015" | |||||
(Ethyl 1716)
|
38 mm (OD) 1.570" | 0.890" | ± .009" | ± .010" | ||||||
|
38 mm (OD) 1.585" | 0.863" | ± .010" | ± .010" |
Page 6
MATERIAL | CAPACITY | NOMENCLATURE | REFERENCE | |||
ALUMINUM
|
8 oz (236 ml) | 206/211x 307, 2-pc. | f | |||
ALUMINUM
|
12 oz (354 ml) | 206/211x 413, Quad necked-in, 2-pc. | f | |||
ALUMINUM
|
16 oz (473 ml) | 206/211x 603, 2-pc Spinneck | f | |||
ALUMINUM
|
12 oz (354 ml) | 206/211x 413, 2-pc. Spinneck | f | |||
ALUMINUM
|
12 oz (354 ml) | 202/211x 413, 2-pc. Spinneck | f | |||
STEEL
|
12 oz (354 ml) | 206/211x 413, 2-pc. Spinneck | f |
MATERIAL | CAPACITY | TYPE CONTAINER | ||
Stainless Steel
|
4.75 gal | Model A, Pre-Mix | ||
Stainless Steel
|
4.75 gal | Model E, Pre-Mix | ||
Stainless Steel
|
4.75 gal | Model R, Pre-Mix |
ITEM | MATERIAL | PRIMARY PACKAGE | CONFIGURATION | |||
Paperboard Wrap
|
Paperboard | 12 oz. Cans | 3x4 | |||
|
Paperboard | 12 oz Cans | 3x5 | |||
|
Paperboard | 12 oz Cans | 3x6 | |||
|
Paperboard | 12 oz. Cans | 4x6 | |||
|
Paperboard | 12 oz Cans | 3x4x2 | |||
|
||||||
Contour-Pak
|
Polyethylene | 16 oz S/W PET | 2X3 or 2x4 | |||
|
20 oz S/W PET | 2x3 | ||||
|
10 oz Pre-Labeled Glass | 2x3 | ||||
|
16 Oz. Pre-Labeled Glass | 2x3 | ||||
|
1-Liter S/W PET | 2x3 |
Page 8
ITEM | MATERIAL | PRIMARY PACKAGING | CONFIGURATION | REFERENCE | ||||
Shrink Wrap
|
Polyethylene | 20 oz. PET Proprietary and S/W | 2x3 | |||||
|
16 oz Glass | 2x3 | ||||||
|
20 oz. Glass | 2x3 | ||||||
|
||||||||
Basket Wraps
|
Paperboard | 20 oz S/W PET | 2x3 | i | ||||
|
20 oz. Proprietary PET | 2x3 | ||||||
Basket Carriers
|
Paperboard | 20 oz S/W PET | 2x3 | i | ||||
|
20 oz. Proprietary PET | |||||||
|
||||||||
|
8 oz Glass | 2x3 | i | |||||
|
||||||||
Hi-Cone
|
Polyethylene | 16 oz. S/W PET | 2x3 or 2x4 | |||||
|
20 oz. S/W PET | 2x3 or 2x4 | ||||||
|
12 oz. Cans | 2x3 or 2x4 |
| S C authorized only |
Page 9
|
LYBC, Inc. | |||
|
||||
|
Lynchburg, Virginia | (Bottler); | ||
(a) | With respect to each Beverage, multiply (A) the number of gallons of fountain syrup (and equivalent gallons of concentrate and beverage base to produce fountain syrup) sold by the Company during such calendar quarter by (B) the lowest fountain concentrate price published by the Company for fountain wholesalers effective during such quarter (net of all discounts, allowances, fees and other generally available adjustments, except volume discounts); | ||
(b) | Add together all of the arithmetic products of the foregoing computations; | ||
(c) | Divide the foregoing sum by the total number of gallons of fountain syrup (and equivalent gallons of concentrate and beverage base to produce fountain syrup) for all Beverages sold by the Company during such quarter. |
2
3
4
(a) | Only one Royalty Study shall be performed with respect to any quarter; | ||
(b) | The person that performs the Royalty Study shall be mutually agreeable to the Bottler and the Company; | ||
(c) | The costs and expenses incurred with respect to a Royalty Study (including the fees of the person performing the study) shall be paid by the Company if the Royalty Study determines that a Commercially Significant Amount of Total Royalty Gallons was sold in the Territory during the quarter In question, but such costs and expenses shall be paid by the Bottler for any Royalty Study that determines that the Total Royalty Gallons were less than a Commercially Significant Amount. | ||
(d) | The Company shall pay the Royalty Amount, if any, due with respect to any calendar quarter not later than 15 days after the completion of a Royalty Study that establishes the Total Royalty Gallons upon which the Royalty Amount is based, or if no Royalty Study has been demanded for the quarter In question, not later than 30 days after the end of that quarter. The Companys payment of any Royalty Amount that may become due shall be accompanied by a certificate executed by the Chief Financial Officer of Coca-Cola USA certifying that the Royalty Amount has been computed in accordance with the Royalty Study and this Paragraph 4; and | ||
(e) | The Company shall never owe any Royalty Amount unless Total Royalty Gallons exceed a Commercially Significant Amount. For any quarter in which Total Royalty Gallons exceed a Commercially Significant Amount, the Company shall pay Royalty Amount based upon the entire amount of Total Royalty Gallons. |
(a) | Bottler shall cease being the exclusive seller of Home Market Syrup in the Territory, or | ||
(b) | The exclusivity granted to Bottler pursuant to this Home Market Amendment is finally determined not to be legally enforceable. |
5
6.1.1. | Bottler also agrees to cooperate in good faith with the Company in programs designed to service the needs of customers whose operations are located in more than one bottler territory. The intent of this provision is to ensure reasonable levels of program consistency while recognizing Bottlers right to set prices and terms to its customers. | ||
6.1.2. | Bottler shall invest in plant and equipment, and keep such plant and equipment in a condition to meet satisfactorily the demand for Home Market Syrup in the Territory, and shall increase such investment as the demand for Home Market Syrup may require, all in accordance with |
6
the obligations of the Bottler under Article IV of the Master Bottle Contract. |
THE COCA-COLA COMPANY
Coca-Cola USA Division |
||||
By: | /s/ W. Thomas Haynes | |||
Title: General Counsel | ||||
LYBC, Inc.
Bottler |
||||
By: | /s/ Umesh Kasbekar | |||
Title: Vice President | ||||
7
1. | A representative panel of no less than 300 households and no more than 500 households that purchase soft drinks for use at home will be selected within the Territory. | |
2. | Data collected from these households will include: |
- | Soft drink brands purchased | ||
- | Soft drink package sizes purchased | ||
- | Soft drink package types purchased | ||
- | Locations of soft drink purchases including home delivery of fountain products | ||
- | Quantity of soft drinks purchased | ||
- | Demographics |
3. | At least six weeks will be necessary for study completion. This consists of approximately two weeks to assemble the panel, two weeks for data collection, one week for tabulation and one week for analysis. | |
4. | Households will record the sources from which soft drinks enter the home and the amount of volume purchased from each source. This will provide a measure of total soft drink purchases for use at home. Package and source of purchase data will be used to quantify the components of syrup volume identifiable as: (i) Unauthorized Home Market Syrup and Fountain Home Delivery Syrup (the combined amount being Total Royalty Gallons); and (ii) Total Bottler Syrup Gallons as defined in Paragraph 1.3. | |
5. | To conclude that Total Royalty Gallons is greater than three percent (3%) of Total Bottler Syrup Gallons, the data must demonstrate that Total Royalty Gallons exceeds three percent (3%) of Total Bottler Syrup Gallons at the .95 level of statistical significance. | |
6. | The Royalty Study will be conducted by an independent market research firm that is agreeable to the Bottler and the Company. The Company shall propose a market research firm to conduct the Royalty Study, subject to the approval of the Bottler. |
2
3
4
5
6
7
COCA-COLA BOTTLING | THE COCA-COLA COMPANY | |||||||
COMPANY OF ANDERSON, S.C. | COCA-COLA USA DIVISION | |||||||
(Bottler) | ||||||||
|
||||||||
By:
|
/s/ illegible | By: | /s/ Charles Wallace | |||||
|
||||||||
|
Title: President | Title: Vice President | ||||||
|
||||||||
|
Date: 1-11-90 | Date: 1-31-90 | ||||||
|
8
Parties: |
Fanta Beverage Company and Coca-Cola Bottling
Company of Anderson, S.C. |
Parties: |
The Coca-Cola Company, Coca-Cola USA Division and
Coca-Cola Bottling Company of Anderson, S.C. |
MAJOR | TOLERANCES | FILL | DESIGN | |||||||||||||||||||||
BRAND | FINISH | CAPACITY | WEIGHT | HEIGHT | DIAMETER | MAJ. DIAMETER | HEIGHT | POINT | NUMBER | REFERENCE | ||||||||||||||
Coca-Cola
|
Crown | 6.5 oz. | 13. oz. | 7.750" | 2.237" | + .047-.031 | ± .047 | 1.953 | 7104-04 | a | ||||||||||||||
Coca-Cola
|
Crown & 28mm | 10 oz. | 15. oz. | 9.956" | 2.391" | + .062-.047 | ± .062 | 2.203 | 7108-03 | a, c | ||||||||||||||
Coca-Cola
|
Crown & 28mm | 300mL | 11. oz. | 8.267" | 2.401" | + .062-.031 | ± .062 | 1.693 | 7109-007 | a, c | ||||||||||||||
Coca-Cola
|
Crown & 28mm | 12 oz. | 16. oz. | 9.656" | 2.580" | + .062-.047 | ± .062 | 2.203 | 7111-03 | a, c | ||||||||||||||
Coca-Cola
|
Crown & 28mm | 500mL | 15. oz. | 9.956" | 2.781" | ± .062 | ± .062 | 1.703 | 7100-R14 | a, c | ||||||||||||||
Coca-Cola
|
Crown & 28mm | 16 oz. | 17. oz. | 11.125" | 2.635" | ± .062-.047 | ± .078 | 2.203 | 7113-03 | a, c | ||||||||||||||
Coca-Cola
|
Crown | 26 oz. | 26. oz. | 11.703" | 3.328" | ± .062 | ± .078 | 2.576 | 7110-02 | a | ||||||||||||||
Coca-Cola
|
28mm | 32 oz. | 32. oz. | 11.703" | 3.656" | + .078-.062 | ± .078 | 2.578 | 7110-01 | c | ||||||||||||||
Coca-Cola
|
28mm | 1 Liter | 32. oz. | 11.703" | 3.656" | ± .078-.062 | ± .078 | 2.578 | 7118-R31 | c | ||||||||||||||
Coca-Cola
|
38mm | 1 Liter | 32. oz. | 11.125" | 3.656" | + .078-.062 | ± .078 | 1.797 | 7118-35 | d | ||||||||||||||
Coca-Cola
|
28mm | 36 oz. | 34. oz. | 12.375" | 3.656" | ± .062 | ± .094 | 2.203 | 7323-03* | c | ||||||||||||||
|
||||||||||||||||||||||||
Coca-Cola classic
|
Crown | 6.5 oz. | 13. oz. | 7.750" | 2.237" | + .047-.031 | ± .047 | 1.953 | 7104-04 | a | ||||||||||||||
Coca-Cola classic
|
Crown & 28mm | 10 oz. | 15. oz. | 9.956" | 2.391" | + .062-.047 | ± .062 | 2.203 | 7108-03 | a, c | ||||||||||||||
Coca-Cola classic
|
Crown & 28mm | 300mL | 11. oz. | 8.267" | 2.401" | + .062-.031 | ± .062 | 1.693 | 7109-007 | a, c | ||||||||||||||
Coca-Cola classic
|
Crown & 28mm | 12 oz. | 16. oz. | 9.656" | 2.580" | + .062-.047 | ± .062 | 2.203 | 7111-03 | a, c | ||||||||||||||
Coca-Cola classic
|
Crown & 28mm | 500mL | 15. oz. | 9.956" | 2.781" | ± .062 | ± .062 | 1.703 | 7100-R14 | a, c | ||||||||||||||
Coca-Cola classic
|
Crown & 28mm | 16 oz. | 17. oz. | 11.125" | 2.635" | ± .062-.047 | ± .078 | 2.203 | 7113-03 | a, c | ||||||||||||||
Coca-Cola classic
|
Crown | 26 oz. | 26. oz. | 11.703" | 3.328" | ± .062 | ± .078 | 2.576 | 7110-02 | a | ||||||||||||||
Coca-Cola classic
|
28mm | 32 oz. | 32. oz. | 11.703" | 3.656" | + .078-.062 | ± .078 | 2.578 | 7110-01 | c | ||||||||||||||
Coca-Cola classic
|
28mm | 1 Liter | 32. oz. | 11.703" | 3.656" | ± .078-.062 | ± .078 | 2.578 | 7118-R31 | c | ||||||||||||||
Coca-Cola classic
|
38mm | 1 Liter | 32. oz. | 11.125" | 3.656" | + .078-.062 | ± .078 | 1.797 | 7118-35 | d | ||||||||||||||
Coca-Cola classic
|
28mm | 36 oz. | 34. oz. | 12.375" | 3.656" | ± .062 | ± .094 | 2.203 | 7323-03* | c | ||||||||||||||
|
||||||||||||||||||||||||
C.F. Coca-Cola
|
Crown & 28mm | 10 oz. | 15. oz. | 9.656" | 2.391" | + .062-.047 | ± .062 | 2.203 | 7108-03 | a, c | ||||||||||||||
C.F. Coca-Cola
|
Crown & 28mm | 300mL | 11. oz. | 8.267" | 2.401" | + .062-.031 | ± .062 | 1.693 | 7109-007 | a, c | ||||||||||||||
C.F. Coca-Cola
|
Crown & 28mm | 12 oz. | 16. oz. | 9.656" | 2.580" | + .062-.047 | ± .062 | 2.203 | 7111-03 | a, c | ||||||||||||||
C.F. Coca-Cola
|
Crown & 28mm | 500mL | 15. oz. | 9.656" | 2.781" | ± .062 | ± .062 | 1.703 | 7100-R14 | a, c | ||||||||||||||
C.F. Coca-Cola
|
Crown & 28mm | 16 oz. | 17. oz. | 11.125" | 2.635" | ± .062-.047 | ± .078 | 2.203 | 7113-03 | a, c | ||||||||||||||
C.F. Coca-Cola
|
Crown | 26 oz. | 26. oz. | 11.703" | 3.328" | ± .062 | ± .078 | 2.576 | 7110-02 | a | ||||||||||||||
C.F. Coca-Cola
|
28mm | 32 oz. | 32. oz. | 11.703" | 3.656" | + .078-.062 | ± .078 | 2.578 | 7110-01 | c | ||||||||||||||
C.F. Coca-Cola
|
28mm | 1 Liter | 32. oz. | 11.703" | 3.656" | ± .078-.062 | ± .078 | 2.578 | 7118-R31 | c | ||||||||||||||
C.F. Coca-Cola
|
38mm | 1 Liter | 32. oz. | 11.125" | 3.656" | + .078-.062 | ± .078 | 1.797 | 7118-35 | d | ||||||||||||||
C.F. Coca-Cola
|
28mm | 36 oz. | 34. oz. | 12.375" | 3.656" | ± .062 | ± .094 | 2.203 | 7323-03* | c | ||||||||||||||
|
||||||||||||||||||||||||
diet Coke
|
Crown & 28mm | 10 oz. | 15. oz. | 9.656" | 2.391" | + .062-.047 | ± .062 | 2.203 | 7108-03 | a, c | ||||||||||||||
diet Coke
|
Crown & 28mm | 300mL. | 11. oz. | 8.267" | 2.401" | + .062-.031 | ± .062 | 1.693 | 7109-007 | a, c | ||||||||||||||
diet Coke
|
Crown & 28mm | 12 oz. | 16. oz. | 9.656" | 2.580" | + .062-0.47 | ± .062 | 2.203 | 7111-03 | a, c | ||||||||||||||
diet Coke
|
Crown & 28mm | 500mL | 15. oz. | 9.656" | 2.781" | ± .062 | ± .062 | 1.703 | 7100-R14 | a, c | ||||||||||||||
diet Coke
|
Crown & 28mm | 16 oz. | 17. oz. | 11.125" | 2.635" | ± .062-.047 | ± .078 | 2.203 | 7113-03 | a, c | ||||||||||||||
diet Coke
|
28mm | 32 oz. | 32. oz. | 11.703" | 3.656" | + .078-.062 | ± .078 | 2.578 | 7110-01 | c | ||||||||||||||
diet Coke
|
28mm | 1 Liter | 32. oz. | 11.703" | 3.656" | ± .078-.062 | ± .078 | 2.578 | 7118-R31 | c | ||||||||||||||
diet Coke
|
38mm | 1 Liter | 32. oz. | 11.125" | 3.656" | ± .078-.062 | ± .078 | 1.797 | 7118-35 | d | ||||||||||||||
diet Coke
|
Crown | 26 oz. | 26. oz. | 11.703" | 3.359" | ± .062 | ± .078 | 2.562 | 17001 | a | ||||||||||||||
diet Coke
|
28mm | 36 oz. | 34. oz. | 12.375" | 3.656" | ± .062 | ± .094 | 2.203 | 7323-03* | c |
* | S.C. authorized only. |
- 1 -
MAJOR | TOLERANCES | DESIGN | ||||||||||||||||||||||
BRAND | FINISH | CAPACITY | WEIGHT | HEIGHT | DIAMETER | MAJ. DIAMETER | HEIGHT | FILL POINT | NUMBER | REFERENCE | ||||||||||||||
C.F. diet Coke
|
Crown & 28mm | 10 oz. | 15. oz. | 9.656" | 2.391" | +.062-.047 | ±.062 | 2.203 | 7108-03 | a, c | ||||||||||||||
C.F. diet Coke
|
Crown & 28mm | 300mL. | 11. oz. | 8.267" | 2.401" | +.062-.031 | ±.062 | 1.693 | 7109-007 | a, c | ||||||||||||||
C.F. diet Coke
|
Crown & 28mm | 12 oz. | 16. oz. | 9.656" | 2.580" | +.062-.047 | ±.062 | 2.203 | 7111-03 | a, c | ||||||||||||||
C.F. diet Coke
|
Crown & 28mm | 500mL. | 15. oz. | 9.656" | 2.781" | ±.062 | ±.062 | 1.703 | 7100-R14 | a, c | ||||||||||||||
C.F. diet Coke
|
Crown & 28mm | 16 oz. | 17. oz. | 11.125" | 2.635" | ±.062-.047 | +.078 | 2.203 | 7113-03 | a, c | ||||||||||||||
C.F. diet Coke
|
28 mm | 32 oz. | 32. oz. | 11.703" | 3.656" | ±.078-.062 | ±.078 | 2.578 | 7110-01 | c | ||||||||||||||
C.F. diet Coke
|
28 mm | 1 Liter | 32. oz. | 11.703" | 3.656" | ±.078-.062 | ±.078 | 2.578 | 7118-R31 | c | ||||||||||||||
C.F. diet Coke
|
38 mm | 1 Liter | 32. oz. | 11.125" | 3.656" | ±.078-.062 | ±.078 | 1.797 | 7118-35 | d | ||||||||||||||
C.F. diet Coke
|
Crown | 26 oz. | 26. oz. | 11.703" | 3.359" | ±.062 | ±.078 | 2.562 | 17001 | a | ||||||||||||||
C.F. diet Coke
|
28 mm | 36 oz. | 34. oz. | 12.375" | 3.656" | ±.062 | ±.094 | 2.203 | 7323-03* | c | ||||||||||||||
|
||||||||||||||||||||||||
cherry Coke
|
Crown & 28mm | 10 oz. | 15. oz. | 9.656" | 2.391" | +.062-.047 | ±.062 | 2.203 | 7108-03 | a, c | ||||||||||||||
cherry Coke
|
Crown & 28mm | 300ml | 11. oz. | 8.267" | 2.401" | +.062-.031 | ±.062 | 1.693 | 7109-007 | a, c | ||||||||||||||
cherry Coke
|
Crown & 28mm | 12 oz. | 16. oz. | 9.656" | 2.580" | +.062-.047 | ±.062 | 2.203 | 7111-03 | a, c | ||||||||||||||
cherry Coke
|
Crown & 28mm | 500ml. | 15. oz. | 9.656" | 2.781" | ±.062 | ±.062 | 1.703 | 7100-R14 | a, c | ||||||||||||||
cherry Coke
|
Crown & 28mm | 16 oz. | 17. oz. | 11.125" | 2.635" | ±.062-.047 | ±.078 | 2.203 | 7113-03 | a, c | ||||||||||||||
cherry Coke
|
28 mm | 32 oz. | 32. oz. | 11.703" | 3.656" | +.078-.062 | ±.078 | 2.578 | 7110-01 | c | ||||||||||||||
cherry Coke
|
28 mm | 1 Liter | 32. oz. | 11.703" | 3.656" | ±.078-.062 | ±.078 | 2.578 | 7118-R31 | c | ||||||||||||||
cherry Coke
|
38 mm | 1 Liter | 32. oz. | 11.125" | 3.656" | ±.078-.062 | ±.078 | 1.797 | 7118-35 | d | ||||||||||||||
cherry Coke
|
Crown | 26 oz. | 26. oz. | 11.703" | 3.359" | ±.062 | ±.078 | 2.562 | 17001 | a | ||||||||||||||
cherry Coke
|
28 mm | 36 oz. | 34. oz. | 12.375" | 3.656" | ±.062 | ±.094 | 2.203 | 7323-03* | c | ||||||||||||||
|
||||||||||||||||||||||||
diet cherry Coke
|
Crown & 28mm | 10 oz. | 15. oz. | 9.656" | 2.391" | +.062-.047 | ±.062 | 2.203 | 7108-03 | a, c | ||||||||||||||
diet cherry Coke
|
Crown & 28mm | 300ml | 11. oz. | 8.267" | 2.401" | +.062-.031 | ±.062 | 1.693 | 7109-007 | a, c | ||||||||||||||
diet cherry Coke
|
Crown & 28mm | 12 oz. | 16. oz. | 9.656" | 2.580" | +.062-.047 | ±.062 | 2.203 | 7111-03 | a, c | ||||||||||||||
diet cherry Coke
|
Crown & 28mm | 500ml. | 15. oz. | 9.656" | 2.781" | ±.062 | ±.062 | 1.703 | 7100-R14 | a, c | ||||||||||||||
diet cherry Coke
|
Crown & 28mm | 16 oz. | 17. oz. | 11.125" | 2.635" | ±.062-.047 | ±.078 | 2.203 | 7113-03 | a, c | ||||||||||||||
diet cherry Coke
|
28 mm | 32 oz. | 32. oz. | 11.703" | 3.656" | +.078-.062 | ±.078 | 2.578 | 7110-01 | c | ||||||||||||||
diet cherry Coke
|
28 mm | 1 Liter | 32. oz. | 11.703" | 3.656" | ±.078-.062 | ±.078 | 2.578 | 7118-R31 | c | ||||||||||||||
diet cherry Coke
|
38 mm | 1 Liter | 32. oz. | 11.125" | 3.656" | ±.078-.062 | ±.078 | 1.797 | 7118-35 | d | ||||||||||||||
diet cherry Coke
|
Crown | 26 oz. | 26. oz. | 11.703" | 3.359" | ±.062 | ±.078 | 2.562 | 17001 | a | ||||||||||||||
diet cherry Coke
|
28 mm | 36 oz. | 34. oz. | 12.375" | 3.656" | ±.062 | ±.094 | 2.203 | 7323-03* | c | ||||||||||||||
|
||||||||||||||||||||||||
TAB
|
Crown | 7 oz. | 13. oz. | 7.750" | 2.328" | +.047-.031 | ±.047 | 1.953 | 7216-01 | a | ||||||||||||||
TAB
|
Crown & 28mm | 10 oz. | 15. oz. | 9.956" | 2.360 | +.047-.031 | ±.062 | 2.203 | 7218-02 | a, c | ||||||||||||||
TAB
|
Crown & 28mm | 16 oz. | 17. oz. | 11.125" | 2.635" | +.062-.047 | ±.078 | 2.203 | 7220-02 | a, c | ||||||||||||||
TAB
|
Crown & 28mm | 500ml. | 15. oz. | 9.656" | 2.781" | ±.062 | ±.062 | 1.703 | 7291-003 | a, c | ||||||||||||||
TAB
|
28 mm | 32 oz. | 32. oz. | 11.703" | 3.656" | +.078-.062 | ±.078 | 2.578 | 7288-02 | c | ||||||||||||||
TAB
|
28 mm | 1 Liter | 32. oz. | 11.703" | 3.656" | +.078-.062 | ±.078 | 2.578 | 7222-006 | c | ||||||||||||||
TAB
|
38 mm | 1 Liter | 32. oz. | 11.125" | 3.656" | +.078-.062 | ±.078 | 1.797 | 7222-04 | d | ||||||||||||||
TAB
|
28 mm | 36 oz. | 34. oz. | 12.375" | 3.656" | ±.062 | ±.094 | 2.203 | 7369-1* | c | ||||||||||||||
|
||||||||||||||||||||||||
C. F. TAB
|
Crown & 28mm | 10 oz. | 15. oz. | 9.956" | 2.360" | +.047-.031 | ±.062 | 2.203 | 7218-02 | a, c | ||||||||||||||
C. F. TAB
|
Crown & 28mm | 16 oz. | 17. oz. | 11.125" | 2.635" | +.062-.047 | ±.078 | 2.203 | 7220-02 | a, c | ||||||||||||||
C. F. TAB
|
Crown & 28mm | 500ml. | 15. oz. | 9.656" | 2.781" | ±.062 | ±.062 | 1.703 | 7291-003 | a, c | ||||||||||||||
C. F. TAB
|
28 mm | 32 oz. | 32. oz. | 11.703" | 3.656" | +.078-.062 | ±.078 | 2.578 | 7288-02 | c | ||||||||||||||
C. F. TAB
|
28 mm | 1 Liter | 32. oz. | 11.703" | 3.656" | +.078-.062 | ±.078 | 2.578 | 7222-006 | c | ||||||||||||||
C. F. TAB
|
38 mm | 1 Liter | 32. oz. | 11.125" | 3.656" | +.078-.062 | ±.078 | 1.797 | 7222-04 | d |
* | S.C. authorized only. |
-2-
TOLERANCES | ||||||||||||||||||||||||
MAJOR | FIIL | DESIGN | ||||||||||||||||||||||
BRAND | FIHISH | CAPACITY | WEIGHT | HEIGHT | DIAHETER | MAJ. DIAMETER | HEIGHT | POINT | NUMBER | REFERENCE | ||||||||||||||
Sprite
|
Crown | 7 oz. | 13. oz. | 7.750" | 2.344" | +.047-.031 | ± .047 | 1.953 | 7119-04 | a | ||||||||||||||
Sprite
|
Crown & 28mm | 10 oz. | 15. oz. | 9.656" | 2.355" | +.047-.031 | ±.062 | 2.203 | 7203-02 | a,c | ||||||||||||||
Sprite
|
Crown & 28mm | 16 oz. | 18. oz. | 11.125" | 2.635" | +.062-.047 | ±.078 | 2.203 | 7207-04 | a,c | ||||||||||||||
Sprite
|
Crown & 28mm | 500mL. | 15. oz. | 9.656" | 2.781" | ±.062 | ±.062 | 1.703 | 7270-06 | a,c | ||||||||||||||
Sprite
|
28mm | 32 oz. | 32. oz. | 11.703" | 3.656" | +.078-.062 | ±.078 | 2.578 | 7293-01 | c | ||||||||||||||
Sprite
|
28mm | 32 oz. | 32. oz. | 11.703" | 3.656" | +.078-.062 | ±.078 | 2.578 | 7293-002 | c | ||||||||||||||
Sprite
|
28mm | 1 Liter | 32. oz. | 11.703" | 3.656" | +.078-.062 | ±.078 | 2.578 | 7103-014 | c | ||||||||||||||
Sprite
|
38mm | 1 Liter | 32. oz. | 11.125" | 3.656" | +.078-.062 | ±.078 | 1.797 | 7103-11 | d | ||||||||||||||
|
||||||||||||||||||||||||
diet Sprite
|
Crown & 28mm | 10 oz. | 15. oz. | 9.656" | 2.355" | +.047-.031 | ±.062 | 2.203 | 7203-02 | a,c | ||||||||||||||
diet Sprite
|
Crown & 28mm | 16 oz. | 10. oz. | 11.125" | 2.635" | +.062-.047 | ±.078 | 2.203 | 7207-04 | a,c | ||||||||||||||
diet Sprite
|
Crown & 28mm | 500mL | 15. oz. | 9.656" | 2.701" | ±.062 | ±.062 | 1.703 | 7270-06 | a,c | ||||||||||||||
diet Sprite
|
28mm | 32 oz. | 32. oz. | 11.703" | 3.656" | +.078-.062 | ±.078 | 2.578 | 7293-002 | c | ||||||||||||||
diet Sprite
|
38mm | 1 Liter | 32. oz. | 11.125" | 3.656" | +,078-.062 | ±.078 | 1.797 | 7103-11 | d | ||||||||||||||
|
||||||||||||||||||||||||
Mr. PIBB
|
Crown & 28mm | 10 oz. | 15. oz. | 9.656" | 2.323" | +.047-.031 | ±.062 | 2.203 | 7167-02 | a,c | ||||||||||||||
Mr. PIBB
|
Crown & 28mm | 16 oz. | 17. oz. | 11.125" | 2.534" | +.062-.047 | ±.078 | 2.203 | 7340-01 | a,c | ||||||||||||||
Mr. PIBB
|
Crown & 28mm | 500mL. | 15. oz. | 9.656" | 2.781" | ±.062 | ±.062 | 1.703 | 7454-001 | a,c | ||||||||||||||
Mr. PIBB
|
28mm | 32 oz. | 32. oz. | 11.703" | 3.656" | +.078-.062 | ±.078 | 2.578 | 7292-02 | c | ||||||||||||||
Mr. PIBB
|
28mm | 1 Liter | 32. oz. | 11.703" | 3.656" | +.078-.062 | ±.078 | 2.578 | 7169-13 | c,ACI. | ||||||||||||||
Mr. PIBB
|
38mm | 1 Liter | 32. oz. | 11.125" | 3.656" | +.078-.062 | ±.078 | 1.797 | 7169-10 | d | ||||||||||||||
|
||||||||||||||||||||||||
Mello Yello
|
Crown & 28mm | 10 oz. | 15. oz. | 9.656" | 2.323" | +.047-.031 | ±.062 | 2.203 | 7167-02 | a,c | ||||||||||||||
Mello Yello
|
Crown & 28mm | 16 oz. | 17. oz. | 11.125" | 2.534" | +.062-.047 | ±.078 | 2.203 | 7340-01 | a,c | ||||||||||||||
Mello Yello
|
Crown & 28mm | 500mL. | 15. oz. | 9.656" | 2.781" | ±.062 | ±.062 | 1.703 | 7454-001 | a,c | ||||||||||||||
Mello Yello
|
28mm | 32 oz. | 32. oz. | 11.703" | 3.656" | +.078-062 | ±.078 | 2.578 | 7292-02 | c | ||||||||||||||
Mello Yello
|
38mm | 1 Liter | 32. oz. | 11.125" | 3.656" | +.078-.062 | ±.078 | 1.797 | 7169-10 | d | ||||||||||||||
|
||||||||||||||||||||||||
Ramblin
|
Crown & 28mm | 10 oz. | 15. oz. | 9.656" | 2.323" | +.047-.031 | ±.062 | 2.203 | 7167-02 | a,c | ||||||||||||||
Ramblin
|
Crown & 28mm | 16 oz. | 17. oz. | 11.125" | 2.534" | +.062-.047 | ±.078 | 2.203 | 7340-01 | a,c | ||||||||||||||
Ramblin
|
Crown & 28mm | 500mL | 15. oz. | 9.656" | 2.781" | ±.062 | ±.062 | 1.703 | 7454-001 | a,c | ||||||||||||||
Ramblin
|
28mm | 32 oz. | 32. oz. | 11.703" | 3.656" | +.078-..062 | ±.078 | 2.578 | 7292-02 | c | ||||||||||||||
Ramblin
|
38mm | 1 Liter | 32. oz. | 11.125" | 3.656" | +.078-.062 | ±.078 | 1.797 | 7169-10 | d | ||||||||||||||
|
||||||||||||||||||||||||
Fresca
|
Crown | 7 oz. | 13. oz. | 7.750" | 2.328" | +.047-.031 | ±.047 | 1.953 | 7146-01 | a | ||||||||||||||
Fresca
|
Crown & 28mm | 10 oz. | 15. oz. | 9.656" | 2.390" | +.062-.047 | ±.062 | 2.203 | 7149-01 | a | ||||||||||||||
Fresca
|
Crown & 28mm | 16 oz. | 18. oz. | 11.125" | 2.641" | +.062-.047 | ±.078 | 2.203 | 7151-01 | a,c | ||||||||||||||
Fresca
|
Crown & 28mm | 500mL | 15. oz. | 9.656" | 2.781" | ±.062 | ±.062 | 1.703 | 7330-003 | a,c | ||||||||||||||
Fresca
|
28mm | 32 oz. | 32. oz. | 11.703" | 3.656" | +.078-.062 | ±.078 | 2.578 | 7286-01 | c | ||||||||||||||
Fresca
|
38mm | 1 Liter | 32. oz. | 11.125" | 3.656" | +.078-.062 | ±.078 | 1.797 | 7157-10 | d | ||||||||||||||
|
||||||||||||||||||||||||
Fanta
|
Crown | 7 oz. | 14. oz. | 7.750" | 2.345" | +.047-.031 | ±.047 | 1.953 | 7126-01 | a | ||||||||||||||
Fanta
|
Crown & 28mm | 10 oz. | 15. oz. | 9.656" | 2.360" | +.047-.031 | ±.062 | 2.203 | 7131-03 | a,c | ||||||||||||||
Fanta
|
Crown & 28mm | 16 oz. | 17. oz. | 11.125" | 2.563" | +.062-.047 | ±.078 | 2.203 | 7135-01 | a,c | ||||||||||||||
Fanta
|
Crown & 28mm | 500mL. | 15. oz. | 9.656" | 2.781 | ±.062 | ±.062 | 1.703 | 7460-001 | a,c,c | ||||||||||||||
Fanta
|
Crown & 28mm | 500mL. | 15. oz. | 9.656" | 2.781" | ±.062 | ±.062 | 1.703 | 7454-001 | a,c | ||||||||||||||
Fanta
|
28mm | 32 oz. | 32. oz. | 11.703" | 3.656" | +.078-.062 | ±.078 | 2.578 | 7287-02 | c | ||||||||||||||
Fanta
|
38mm | 1 Liter | 32. oz. | 11.125" | 3.656" | +.078-.062 | ±.078 | 1.797 | 7143-14 | d |
-3-
MAJOR | TOLERANCES | FILL | DESIGN | |||||||||||||||||||
BRAND | FINISH | CAPACITY | WEIGHT | HEIGHT | DIAMETER | MAJ. DIAMETER | HEIGHT | POINT | NUMBER | REFERENCE | ||||||||||||
Minute Maid
|
Crown & 28mm | 10 oz. | 15. oz. | 9.656" | 2.323" | ±.047-.031 | ±.062 | 2.203 | 7167-02 | a,c | ||||||||||||
Minute Maid
|
Crown & 28mm | 16 oz. | 18. oz. | 11.125" | 2.641" | ±.062-.047 | ±.078 | 2.203 | 7151-01 | a,c | ||||||||||||
Minute Maid
|
Crown & 28mm | 500ml. | 15. oz. | 9.656" | 2.781" | ±.062 | ±.062 | 1.703 | 7330-003 | a,c | ||||||||||||
|
||||||||||||||||||||||
Generic
|
Crown & 28mm | 300ml. | 11. oz. | 8.268" | 2.401" | ±.062-.047 | ±.062 | 1.693 | 7464-002 | a,c,e | ||||||||||||
Generic
|
Crown & 28mm | 500ml. | 15. oz. | 9.656" | 2.781" | ±.062 | ±.062 | 1.703 | 7454-01 | a,c,e | ||||||||||||
Generic
|
Crown & 28mm | 300ml. | 15. oz. | 9.656" | 2.781" | ±.062 | ±.062 | 1.703 | 7460-001 | a,c,e | ||||||||||||
Generic
|
28mm | 32 oz. | 32. oz. | 11.703" | 3.656" | ±.078-.062 | ±.078 | 2.578 | 7292-02 | c,e | ||||||||||||
Generic
|
38mm | 1 Liter | 32. oz. | 11.125" | 3.656" | ±.078-.062 | ±.078 | 1.797 | 7169-12 | c,e | ||||||||||||
Generic
|
38mm | 2 Liter | 52. oz. | 12.875" | 4.656" | ±.079 | ±.084 | 2.578 | 7383-02 | d,f |
Straight-Wall
|
28mm | 28 oz. | 19.00 oz. | 11.250" | 3.344" | ±.062 | ±.078 | 2.562 | 7252- 03 | c,f | ||||||||||||||||||||||||||
Straight-Wall
|
28mm | 28 oz. | 18.00 oz. | 10.500" | 3.344" | 1.953 | 7252-06 | c,f | ||||||||||||||||||||||||||||
Straight-Wall
|
28mm | 32 oz. | 22.00 oz. | 11.687" | 3.516" | ±.062 | ±.078 | 2.562 | 7253-02 | c,f | ||||||||||||||||||||||||||
Straight-Wall
|
28mm | 32 oz. | 21. oz. | 11.250" | 3.516" | ±.062 | ±.078 | 2.203 | 7253-03 | c,f |
MAJOR | TOLERANCES | FILL | DESIGN | |||||||||||||||||||||||||||||||||
MATERIAL | FINISH | CAPACITY | WEIGHT | HEIGHT | DIAMETER | MAJ. DIAMETER | HEIGHT | POINT | NUMBER | REFERENCE | ||||||||||||||||||||||||||
Generic Wrapped Glass
|
||||||||||||||||||||||||||||||||||||
Plasti-Shield
|
Crown & 28mm | 10 oz. | 5.50 oz. | 5.781" | 2.625" | ±.063-.047 | ±.031 | 1.297 | BA-5985 (0-1) | a,c | ||||||||||||||||||||||||||
Econo-Class-Pak/
Pre-Labeled |
Crown & 28mm | 10 oz. | 5.75 oz. | 5.781" | 2.609" | ±.062-.047 | ±.031 | 1.297 | CC-5361 | a,c,f | ||||||||||||||||||||||||||
Pre-Labeled/Universal
|
28mm | 16 oz. | 7.5 oz. | 6.984" | 2.937" | ±.062 | ±.031 | 1.547 | CC-5360 | c,f,g | ||||||||||||||||||||||||||
Plasti-Shield
|
28mm | 16 oz. | 7.5 oz. | 6.984" | 2.922" | ±.063 | ±.031 | 1.547 | BB-3916 (0-1) | a,c,f | ||||||||||||||||||||||||||
Plasti-Shield
|
28mm | 1 Liter | 16.00 oz. | 10.886" | 3.500" | ±.063 | ±.078 | 1.875 | BC-2673- 13 | a, c,f |
MAJOR | TOLERANCES | FILL | DESIGN | |||||||||||||||||||||||||||||||||
MATERIAL | FINISH | CAPACITY | WEIGHT | HEIGHT | DIAMETER | MAJ. DIAMETER | HEIGHT | POINT | NUMBER | REFERENCE | ||||||||||||||||||||||||||
PET
|
28mm | 2 Liter | 66 Crams | 11.875" | 4.484" | ± .031 | ±.047 | 2.132 | 7433-04 | c-pl,f,g | ||||||||||||||||||||||||||
PET
|
38mm | 2 Liter | 72 Crams | 11.875" | 4.484" | ± .031 | ±.047 | 2.132 | 7433-02 | d-pl,f,g |
MATERIAL | CAPACITY | NOMENCLATURE | REFERENCE | |||
Aluminum
|
8 oz. (236ml.) | 209/211 × 307,2-plece | f | |||
Aluminum
|
12 oz. (354ml.) | 209/211 × 413 Necked In, 2-plece | f | |||
Aluminum
|
12 oz. (354ml.) | 207.5/209/211 × 413 Double Necked In, 2-plece | f | |||
Aluminum
|
12 oz. (354ml.) | 206/207.5/209/211 × 413 Triple Necked-In, 2-plece | f | |||
Aluminum
|
16 oz. (473ml.) | 209/211 × 604 Necked-In, 2-plece | f | |||
Steel
|
12 oz. (354ml.) | 209/211 × 413 Necked-In, 2-plece | f |
-4-
MAJOR | TOLERANCES | FILL | DESIGN | |||||||||||||||||||||||||||||||||||||||
BRAND | FINISH | CAPACITY | WEIGHT | HEIGHT | DIAMETER | MAJ. DIAMETER | HEIGHT | POINT | NUMBER | REFERENCE |
TOLERANCES | ||||||||||||
ITEM | MATERIAL | DIAMETER | HEIGHT | DIAMETER | HEIGHT | REFERENCE | ||||||
Crowns
|
Tin-free Steel or Tinplate | (OD) 1.262" | 0.235" | ±0.008" | ±0.008" | f | ||||||
Metal
|
Aluminum | 28mm (ID) 1.092" | 0.600" (std. band) | +0.011"/-0.002" | ±0.007" | f | ||||||
Closures
|
0.595" (8 score) | |||||||||||
|
38mm (ID) 1.496" | 0.692" | +0.008"/-0.002" | ±0.007" | f | |||||||
Plastic
|
Polyproplene | 28mm (OD) 1.166" | 0.708" | ±0.010" | ±0.015 | f | ||||||
Closures
|
||||||||||||
(Ethyl 1716)
|
( a )
|
Crown denotes the 26mm Crown Finish (CP I 600 Finish-Refillables/CP I 665 Finish-Non-Refillables). | |
( c )
|
28mm denotes the 28mm ROPP Threaded Glass Finish (CP I 1650 Finish Refillable and NON-Refillable). | |
( c p l )
|
Denotes the 28mm ROPP PET finish, Alcoa 969 1716-001 Slotted Finish. | |
( d )
|
38mm denotes the 38mm ROPP Threaded Glass Finish ( CP I 1650 ). | |
( d p l )
|
Denotes the 38mm ROPP PET finish, Alcoa 969 1690-001. | |
( e )
|
Authorized for use with Allied Products only when decorated with ACL, paper or foil labels according to specifications issued by The Coca-Cola Company. | |
( f )
|
Authorized for use with all Products only when decorated according to specifications issued by The Coca-Cola Company | |
( g )
|
Design variations at different weights have been authorized on a manufacturing plant basis. |
- 5 -
Major | Tolerances | Design | ||||||||||||||||||
Material | Finish | Capacity | Weight | Height | Diameter | Diameter | Height | Fill Point | Number | Reference | ||||||||||
Plasti-Shield
|
28mm | 20oz. | 8.5oz. | 8.167" | 2.922" | ± .063 | ± .031 | 1.875" | C-84246-G | a, c, f | ||||||||||
Pre-labeled
|
28mm | 20oz. | 9.0oz. | 8.167" | 2.922" | ± .063 | ± .031 | 1.875" | 1.S.-2335 | c, f, g |
PET
|
38mm | 3L | 69-87 gms | 12.935" | 5.060" | ± .030 | ± .047 | 2.132" | 7523-001 | d-pl, f, g |
Material | Capacity | Nomenclature | Reference | |||
Aluminum
|
8oz. (236 mL) | 206/211 x 307, 2-pc. | f | |||
Aluminum
|
12oz. (354 mL) | 206/211 x 413, Quad necked-in, 2-pc. | f | |||
Aluminum
|
16oz. (473 mL) | 206/211 x 603, 2-pc. Spinneck | f | |||
Aluminum
|
12oz. (354 mL) | 206/211 x 413, 2-pc. Spinneck | f | |||
Steel
|
12oz. (354 mL) | 206/211 x 413, 2-pc. Spinneck | f |
Material | Capacity | Type Container | Design | |||
Stainless Steel
|
4.75 gal | Model A, Pre-mix | 7023-1 | |||
Stainless Steel
|
4.75 gal | Model E, Pre-mix | PS -218 | |||
Stainless Steel
|
4.75 gal | Model R, Pre-mix | 7321-003 | |||
Stainless Steel
|
5.00 gal | Model F, Post-mix | 7295-02 | |||
Plastic Bag with
Corrugated Box
|
5.00 gal | Bag-in-Box, Post-mix | 7054-012 |
1. | The Company will continue to exercise good faith and fair dealing in its relationship with Consolidated under the Contracts. In this regard, the Company acknowledges that the exercise of its rights under the Contracts will require consideration, as appropriate to each particular situation, of such criteria as: (i) the performance of Consolidated as bottlers relative to that of other comparable Coca-Cola bottlers who are parties to similar contracts; (ii) the nature of the competition and the identity of and resources of the major competitors within the respective Territories of Consolidated, as well as the competitive activity in those Territories; (iii) the price trends of the Concentrate or Syrup sold by the Company to Consolidated relative to other competitive factors and market conditions in the Territories, including Consolidateds prices to retailers for Beverages; (iv) such other criteria as shall in the reasonable opinion of the Company be relevant and material to the exercise by the Company of its rights under the Contracts; provided, however, that it is understood that while these criteria are to be considered in the exercise of good faith and |
1 | Except with respect to paragraph 6 below, for purposes of this Agreement, the term Consolidated shall include Consolidated Coca-Cola Bottling Co. Inc. and its direct and indirect controlled subsidiaries existing at any time during the term of this Agreement which are engaged in the production or sale of beverages pursuant to Contracts with the Company. |
fair dealing, the Companys exercise of its rights under the Contracts shall not be limited or mandated by any one or more of such criteria by themselves, and that the Company is free to exercise its rights in accordance with its reasonable business judgment in view of all relevant factors, including the Companys situation, so long as such exercise is consistent with good faith and fair dealing. | ||
2. | The Company intends to offer to Consolidated marketing support and also intends to exercise its rights under the Contracts, in a manner which is consistent with, and no more burdensome than, as to any other comparable bottler which is a party to similar contracts. In assessing the performance of Consolidated under the Contracts, the Company intends to use fair and reasonable criteria which will include the performance of bottlers of similar size, who are parties to similar contracts and who operate under similar conditions. However, with respect to this paragraph, since the Companys relationships with its bottlers are significantly affected by conditions in each bottlers territory, such as each bottlers performance and competitive marketing conditions, the Company cannot make a binding contractual commitment to treat any particular bottler in the same, or equivalent, fashion as any other bottler. | |
3. | The Company agrees that in the event the Company enters into a written amendment to similar contracts (including any amendment to such contracts with respect to the home market) between the Company and any other bottler of Beverages in a territory in the United States (other than an agreement relating to transfer such as that described in paragraph 6 below), the Company will offer such amendment in its entirety to Consolidated on the same terms and conditions as exist in the written amendment between the Company and such other bottler. The parties agree that a written amendment to such similar contracts or the Home Market Amendment shall be deemed to exist only in the event that the Company and another bottler expressly amend in writing a material, substantive term or condition of those contracts or the Home Market Amendment; and no such written amendment shall be deemed to exist by virtue of any action, inaction or course of dealing undertaken by the Company with respect to marketing, planning, quality control or other matters which are contemplated by the terms and conditions of those Contracts and the Home Market Amendment as in existence on the date of this letter. | |
4. | The attached form of Home Market Amendment shall be immediately executed by both parties, thereby amending the Contracts. | |
5. | The Company agrees that with respect to Concentrates or Syrups sold to Consolidated with respect to territories in the U.S. under the Contracts and the Home Market Amendment, the prices of such Concentrates or Syrups established and revised by the Company from time to time under the Contracts shall not be greater than the prices established and revised by the Company from time to time under similar contractual provisions of sale of the same Concentrates or Syrups to any other bottler with respect to territories in the U.S. which is a party to both similar contracts and the Home Market Amendment, including those which are majority-owned by Coca-Cola Enterprises; provided, however, that it is understood that this provision shall not prohibit minor or |
localized pricing differences which do not have a material impact on Consolidated, pricing differences which exist for less than thirty days, or pricing differences which address the needs of particular bottlers to meet specific situations. | ||
For purposes of this letter, the prices of Syrups or Concentrates sold to bottlers shall mean only the list prices established and revised by the Company pursuant to paragraph 14(a) (or similar provisions) of the contracts between the Company and the bottlers which are parties to such contracts, without regard to marketing or other expenditures, or nonfinancial support by the Company to, or on behalf of, such bottlers. | ||
6. | As applied solely to Coca-Cola Bottling Co. Consolidated, the Company hereby waives the right under paragraph 26 of the Contract between Coca-Cola Bottling Co. Consolidated and the Company that would otherwise exist upon the occurrence of the event of default defined in subparagraph 26(a)(iii) of such Contract. | |
Except as expressly set forth in this paragraph 6 as applied solely to Coca-Cola Bottling Co. Consolidated, the Company expressly reserves and does not waive any and all rights of the Company under the Contract. | ||
7. | The provisions in the Contracts to the effect that the Contracts encompass all agreements between the parties and supersede all prior agreements shall not have any effect on the validity and continuance of the provisions of this Agreement, which shall have the same term as the Contracts. | |
8. | As used herein, similar contracts shall mean contracts which contain substantially the same terms and are in substantially the same form as the Contracts. | |
9. | The Contracts are not intended to apply to sales of fountain or post-mix syrup or to Consolidateds marketing of such syrup. | |
10. | This Agreement shall be binding upon the successors, if any, of the Company or Consolidated. | |
11. | Company and Consolidated agree that the contents of this Agreement are confidential and that neither party may discuss or disclose any of the provisions herein without the express written permission of the other party. |
THE COCA-COLA COMPANY | ||||||
|
||||||
By: | /s/ Charles L. Wallace | |||||
|
Title: | Vice President |
Coca-Cola Bottling Co. Consolidated, | ||||||
on behalf of itself and its direct and | ||||||
indirect controlled subsidiaries | ||||||
|
||||||
By: | /s/ James L. Moore | |||||
|
Title: | President |
|
||
|
(Bottler); |
(a) | With respect to each Beverage, multiply (A) the number of gallons of fountain syrup (and equivalent gallons of concentrate and beverage base to produce fountain syrup) sold by the Company during such calendar quarter by (B) the lowest fountain concentrate price published by the Company for fountain wholesalers effective during such quarter (net of all discounts, allowances, fees and other generally available adjustments, except volume discounts); | ||
(b) | Add together all of the arithmetic products of the foregoing computations; | ||
(c) | Divide the foregoing sum by the total number of gallons of fountain syrup (and equivalent gallons of concentrate and beverage base to produce fountain syrup) for all Beverages sold by the Company during such quarter. |
2
3
(a) | Only one Royalty Study shall be performed with respect to any quarter; | ||
(b) | The person that performs the Royalty Study shall be mutually agreeable to the Bottler and the Company; | ||
(c) | The costs and expenses incurred with respect to a Royalty Study (including the fees of the person performing the study) shall be paid by the Company if the Royalty Study determines that a Commercially Significant Amount of Total Royalty Gallons was sold in the Territory during the quarter In question, but such costs and expenses shall be paid by the Bottler for any Royalty Study that determines that the Total Royalty Gallons were less than a Commercially Significant Amount. | ||
(d) | The Company shall pay the Royalty Amount, if any, due with respect to any calendar quarter not later than 15 days after the completion of a Royalty Study that establishes the Total Royalty Gallons upon which the Royalty Amount is based, or if no Royalty Study has been demanded for the quarter In question, not later than 30 days after the end of that quarter. The Companys payment of any Royalty Amount that may become due shall be accompanied by a certificate |
4
executed by the Chief Financial Officer of Coca-Cola USA certifying that the Royalty Amount has been computed in accordance with the Royalty Study and this Paragraph 4; and | |||
(e) | The Company shall never owe any Royalty Amount unless Total Royalty Gallons exceed a Commercially Significant Amount. For any quarter in which Total Royalty Gallons exceed a Commercially Significant Amount, the Company shall pay Royalty Amount based upon the entire amount of Total Royalty Gallons. |
(a) | Bottler shall cease being the exclusive seller of Home Market Syrup in the Territory, or | ||
(b) | The exclusivity granted to Bottler pursuant to this Home Market Amendment is finally determined not to be legally enforceable. |
5.1. | Authorized Containers for Home Market Syrup . The Company will, from time to time, in its discretion, approve containers of certain types, sizes, shapes and other distinguishing characteristics for the packaging of Home Market Syrup. Such containers approved by the Company for Home Market Syrup will be separately identified on the |
5
list of Authorized Containers provided by the Company to the Bottler under Paragraph 2 of the Master Bottle Contract and shall be deemed to be Authorized Containers under the Master Bottler Contract, except that Bottler shall be authorized to fill such containers only with Home Market Syrup. | ||
6. | Performance: Home Market Syrup . | |
6.1. Standard . The Bottler shall be free to determine how to supply the demand for soft drink beverages in its territory, including the demand created by making Home Market Syrup available, so long as the obligations of the Bottler relating to the marketing of the Beverages, financial capacity and planning are satisfied in accordance with Article VI of the Master Bottle Contract. |
6.1.1. | Bottler also agrees to cooperate in good faith with the Company in programs designed to service the needs of customers whose operations are located in more than one bottler territory. The intent of this provision is to ensure reasonable levels of program consistency while recognizing Bottlers right to set prices and terms to its customers. |
6.1.2. | Bottler shall invest in plant and equipment, and keep such plant and equipment in a condition to meet satisfactorily the demand for Home Market Syrup in the Territory, and shall increase such investment as the demand for Home Market Syrup may require, all in accordance with the obligations of the Bottler under Article IV of the Master Bottle Contract. |
THE COCA-COLA COMPANY
Coca-Cola USA Division |
||||
By: | ||||
Title: |
6
Bottler
|
||||
By: | ||||
Title: | ||||
7
1. | A representative panel of no less than 300 households and no more than 500 households that purchase soft drinks for use at home will be selected within the Territory. | |
2. | Data collected from these households will include: |
- | Soft drink brands purchased | ||
- | Soft drink package sizes purchased | ||
- | Soft drink package types purchased | ||
- | Locations of soft drink purchases including home delivery of fountain products | ||
- | Quantity of soft drinks purchased | ||
- | Demographics |
3. | At least six weeks will be necessary for study completion. This consists of approximately two weeks to assemble the panel, two weeks for data collection, one week for tabulation and one week for analysis. | |
4. | Households will record the sources from which soft drinks enter the home and the amount of volume purchased from each source. This will provide a measure of total soft drink purchases for use at home. Package and source of purchase data will be used to quantify the components of syrup volume identifiable as: (i) Unauthorized Home Market Syrup and Fountain Home Delivery Syrup (the combined amount being Total Royalty Gallons); and (ii) Total Bottler Syrup Gallons as defined in Paragraph 1.3. | |
5. | To conclude that Total Royalty Gallons is greater than three percent (3%) of Total Bottler Syrup Gallons, the data must demonstrate that Total Royalty Gallons exceeds three percent (3%) of Total Bottler Syrup Gallons at the .95 level of statistical significance. | |
6. | The Royalty Study will be conducted by an independent market research firm that is agreeable to the Bottler and the Company. The Company shall propose a market research firm to conduct the Royalty Study, subject to the approval of the Bottler. |
1. | With respect to the Beverages packaged in the containers set forth in Appendix 2 hereof (hereinafter referred to as the Authorized Containers,) Company grants to Distributor, subject to the terms and conditions contained herein: |
(a) | the authorization to purchase the Beverages packed in Authorized Containers from those certain manufacturers that Company may from time to time designate in writing to Distributor (the Approved Processors); and | ||
(b) | the exclusive authorization to distribute the Beverages in Authorized Containers in accordance with and subject to the provisions of the Agreement in the Territory under the trademarks set forth in Appendix 3 hereof (hereinafter referred to as the Trademarks). |
Company agrees that it will exercise its rights under the Agreement based upon all relevant factors in a manner consistent with the terms of the Agreement and the standard of good faith and fair dealing. |
2. | To this effect, Company will designate the Approved Processors who will manufacture the Beverages and pack them in Authorized Containers; and Company will authorize the Approved Processors to sell the Beverages in Authorized Containers to Distributor. In accordance with this paragraph 2, Company agrees to authorize the Approved Processors to sell to Distributor sufficient quantities of the Beverages in Authorized Containers to meet the requirements of Distributor in the Territory as described herein. Subject to paragraph 9 of the Agreement, Distributor and the Approved Processors shall establish between themselves the prices of the Beverages in the Authorized Containers as well as the terms of payment and other conditions of supply. |
3. | For the Term of the Agreement, Distributor agrees: |
(a) | to buy exclusively from the Approved Processors the quantities of the Beverages required to satisfy fully the demand for the Beverages in Authorized Containers in the Territory; | ||
(b) | to distribute the Beverages in Authorized Containers in the Territory for its own account, and, in general, to use best efforts and employ all suitable, commercially reasonable and approved means to develop and exploit the potential of the business of distributing and marketing the Beverages within the Territory by creating and stimulating the demand for the Beverages and by satisfying fully and in all respects such demand; | ||
(c) | in particular, to invest all capital and to incur all expenses commercially reasonably required for the organization, installation, operation and maintenance of a distribution enterprise within the Territory, with warehousing, marketing, distribution, delivery, transportation and other equipment and facilities necessary and sufficient to exploit and develop satisfactorily the distribution enterprise of Distributor throughout the entire Territory during the Term (as hereinafter defined) of the Agreement and to satisfy the reasonable requirements of customers for the Beverages in all trade channels; to secure at Distributors own expense competent and well-trained management and to recruit, train, and use all personnel reasonably required, sufficient in every respect to carry out the objectives of the Agreement and to fulfill the duties hereunder of Distributor; | ||
(d) | not to manufacture, sell, market or otherwise be concerned with any bottled water in the Territory other than the Beverages during the Term of the Agreement without Companys prior written consent. Distributor has advised Company that the restrictions contained in this subparagraph (d) may conflict with the product requirements of certain food service customers of the full line vending operations |
2
of Distributor or of Distributors subsidiary or affiliate. When requested by such customer, Distributor may provide a product that is otherwise prohibited by this subparagraph 3(d); provided, however, that Distributor agrees that, in any such circumstance, Distributor will use its best efforts to sell Beverages in Authorized Containers to all such customers in lieu of or in addition to such other products. Upon discovery of a violation of this subparagraph 3(d), Company shall have the option to terminate the Agreement immediately without any liability of any kind or nature; |
(e) | not to sell or distribute or cause the sale or distribution in any manner whatsoever of any of the Beverages outside the Territory without the prior written consent of Company; | ||
(f) | not to manufacture, package, sell, deal in or otherwise use or handle any beverage, concentrate, beverage base, or syrup likely to be confused with, or passed off for, the Beverages; | ||
(g) | not to manufacture, package, sell, deal in or otherwise use or handle any product under any trade dress or in any container that is an imitation of a trade dress or container for the Beverages in which Company claims a proprietary interest or which is likely to be confused or cause confusion with or be confusingly similar to or be passed off as such trade dress or container; | ||
(h) | not to manufacture, package, sell, deal in or otherwise use or handle any product under any trademark or other designation that is an imitation, counterfeit, copy or infringement of, or confusingly similar to, the Trademarks; and | ||
(i) | not to acquire or hold, directly or indirectly, any ownership interest in, or enter into any contract or arrangement with respect to the management or control of, any individual, corporation, partnership, limited partnership, trust or unincorporated association within or without the Territory that engages in any of the activities prohibited under subparagraphs (f), (g) and (h) of this paragraph 3. |
4. | Company agrees, at its own expense, to use commercially reasonable efforts to develop and maintain consumer demand for the Beverages on a national level through appropriate advertising, marketing, and merchandising programs selected by Company. Company shall also have the right, but not the obligation, to carry out at its own expense local or area advertising, marketing or sales promotion activities of any kind that Company in its judgment believes will support the maximization of sales of the Beverages, including sales in the Territory; provided, however, Company shall provide distributor with reasonable advance notice as to such local activities. |
5. | (a) | Distributor agrees, at its own expense, to appropriate and spend such funds for advertising and sales promotion of the Beverages as are reasonably required to develop, stimulate, and satisfy .fully the demand for the Beverages among Distributors customers in the Territory. Distributor agrees to submit all advertising and sales promotion materials and activities involving or mentioning |
3
the Trademarks or the Beverages to Company for prior approval; Distributor shall use, publish, maintain or distribute only such advertising and sales promotion materials relating to the Trademarks or the Beverages that Company has authorized in a prior writing. |
(b) | Company retains the right to test market anywhere within the Territory prospective New Beverages or New Containers (as defined in paragraph 16 below), as well as reformulations of the Beverages, as Company, in its sole discretion, deems necessary or desirable. Company further retains the right to conduct such local marketing and promotional activities regarding New Beverages or New Containers anywhere within the Territory as Company, in its sole discretion, deems necessary or desirable. Such activities may include, but are not limited to, the distribution of samples of New Beverages or reformulated Beverages in the Territory. Before exercising any of the rights retained under this subparagraph 5(b), Company shall provide Distributor in writing a detailed description of test market activities planned by Company, and Company will offer to Distributor the right to test market within the Territory the prospective New Beverages, Beverages in New Containers or reformulations of the Beverages that Company deems necessary or desirable. Only in the event that Distributor chooses not to accept the test market offer within twenty (20) business days after its receipt of the detailed description may Company then exercise any of the aforesaid rights. If Distributor agrees to conduct the test market activities, Distributor agrees to execute such test on a prompt basis to Companys satisfaction. | ||
(c) | Distributor acknowledges that Company has entered into, or shall enter into, agreements similar to the Agreement with other parties outside the Territory. Distributor agrees to conduct its business in such a manner as to avoid conflicts with such other parties, and, in the event of disputes nevertheless arising with such other parties, to make every effort to settle such disputes on a commercially reasonable basis. | ||
(d) | Company may, if it chooses, either deliver Beverages directly to a Commissary Exception Account as defined herein, or call upon Distributor to deliver the Beverages in Authorized Containers for Company. If Company so requests, Distributor agrees that it will deliver the Beverages in Authorized Containers to a Commissary Exception Account. | ||
If Company or another party acting under authority of Company delivers directly to a Commissary Exception Account located in the Territory, Company agrees to pay to Distributor as a Commissary Fee an amount equal to One Dollar ($1.00) for each physical case or recognized industry equivalent (a Case) so delivered by Company or another party acting under authority of Company if the Beverage is for ultimate consumption within the Territory. If Company or another party acting under authority of Company delivers directly to the Commissary Exception Account located outside the Territory, Company agrees to pay to Distributor a Commissary Fee of One Dollar ($1.00) for each Case so delivered if the Beverage |
4
is for ultimate consumption within the Territory; provided, however, Distributor is not entitled to receive such Commissary Fee with respect to Beverages so delivered that are for consumption aboard a passenger transportation service, such as an airline or railroad. |
If Company does not deliver but instead asks Distributor to deliver to a Commissary Exception Account, Distributor agrees to deliver for Company out of Distributors inventory the Beverage in Authorized Containers to a Commissary Exception Account located within the Territory as requested. Distributor shall then promptly receive from Company (1) a Commissary Fee of One Dollar ($1.00) for each Case so delivered by Distributor to a Commissary Exception Account, provided the Beverage is for ultimate consumption within the Territory; (2) a Delivery Fee of seventy-five cents ($0.75) for each Case which Distributor so delivers and (3) payment of Distributors Price for the Beverages so delivered. Distributor agrees that it shall, upon request by Company, sell to Company such quantities of the Beverages in Authorized Containers as Company may reasonably request in connection with sales by Company to any Commissary Exception Account. Distributor agrees that its sales price (the Distributors Price) to Company under these circumstances will be subject to negotiation between Distributor and Company, but in no event shall Distributors Price exceed Distributors floor cost for the Beverages in Authorized Containers. For the avoidance of doubt, the Delivery Fee referred to in the preceding sentence is also payable to Distributor with respect to delivery within the Territory to a facility of a Commissary Exception Account which provides passenger transportation services, such as an airline or railroad. | |||
Upon receipt by the Company from Distributor of proof of costs actually incurred by Distributor, net of any credits, refunds, rebates, collected deposits or recoveries, in paying any applicable mandatory soft drink container deposit redemptions or escheats, soft drink sales taxes, or other such mandatory soft drink taxes or soft drink fees, including any applicable fee pertaining specifically to bottle water, imposed by operation of law on the Beverages in Authorized Containers delivered (i) by Company or Distributor to a Commissary Exception Account located outside the Territory for ultimate consumption within the Territory, or (ii) by Company, or another party acting under authority of Company, to a Commissary Exception Account located outside the Territory for ultimate consumption within the Territory (for purposes of this subparagraph, net statutory costs), Company agrees to pay to Distributor a Commissary Refund equal to the amount of such net statutory costs. It is the intent of the parties that the Commissary Refund, if any, shall be in addition to, and not a reduction of, the Commissary Fee. | |||
Beginning in the second calendar year of the Term, as defined below and for each calendar year thereafter during the Term the Commissary Fee and the Delivery Fee referred to in this subparagraph (d), but not the Commissary Refund, shall be adjusted in an amount equal to the percentage change for the then most recently completed calendar year in the Consumer Price Index (CPI) (as published by |
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the Bureau of Labor Statistics United State Department of Labor, for All Consumers in the All Items category). The Company shall calculate the amount of the adjustment when the percentage change is published and such adjusted amount shall remain in effect for the remainder of the then current calendar year. Until such adjustment is effected, the Company will pay any Commissary Fee or Deliver Fee due to the Distributor on the basis of the applicable fee in effect as of January 1 of the then current year. A retroactive payment, if any is due, will be made to the Distributor on the basis of any adjustment to the fees based upon the published percentage change in the CPI. | |||
A Commissary Exception Account is an account that operates through a commissary system for delivery of food and beverage products to its outlets and that serves its customers the Beverages for on-premise consumption as distinct from selling the Beverages for off-premise consumption. Some examples of Commissary Exception Accounts are (i) restaurant chains, (ii) food service operators with respect to their sale of Beverages through manual beverage units but not their sale of Beverages through coin operated vending machines and (iii) passenger transportation services, such as airlines and railroads. | |||
The parties acknowledge and understand that the Beverages in Authorized Containers subject to the terms of the Agreement shall not be warehouse delivered except to the extent there is no other commercially feasible method available to provide service to a Commissary Exception Account. |
6. | Distributor warrants that the handling, storage, delivery and merchandising of the Beverages shall be accomplished in accordance with handling, storage, delivery and merchandising standards established by Company and communicated to Distributor by Company from time to time and shall, in any event, conform with all applicable food, health, sanitation and other relevant laws and regulations applicable in the Territory. Distributor is specifically responsible for ensuring that shelf stocks of Beverages are rotated in accordance with standards established by Company. Any costs associated with recall and disposal of Beverages which arise out of Distributors failure properly to handle, store, deliver or merchandise the Beverages, including, but not limited to, properly ensuring rotation of shelf stocks, shall be the responsibility of Distributor in accordance with the provisions of paragraph 19 below. Notwithstanding the foregoing, in the event of a recall of Beverages at a Commissary Exception Account, Distributor and Company will negotiate in good faith with each other concerning the financial responsibility for any such recall. |
7. | (a) | Periodic strategic planning is essential for the proper implementation of the Agreement. Distributor and Company, therefore, shall cooperate in preparing an annual marketing plan (the Annual Business Plan or Plan) for the mutually profitable volume and per capita growth of the Beverages in the ensuing calendar year (the Plan Year). Company shall assist Distributor in preparing the Plan by providing to Distributor, in sufficient time to permit the preparation of a Plan in accordance with this subparagraph, (i) the estimated price at which Company expects to sell Beverage Base for the Beverages to the Approved Processors |
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during the following calendar year, (ii) what advertising and marketing support Company expects to be able to provide Distributor for the ensuing year, and (iii) such other information which may be relevant to the development of the Plan. This other information may include a description of Company concepts or programs with respect to the advertising, marketing and promotion of the Beverages during the ensuing calendar year and the marketing and sales objectives and strategies Company has for the Beverages, including a channel merchandising strategy and such other relevant information as may be helpful to Distributor in preparing the Plan. Distributor and Company shall meet together at an appropriate time prior to the end of the calendar year preceding the Plan Year to discuss Distributors proposed Annual Plan, which Plan shall set out in reasonable detail the marketing, management and advertising plans of Distributor with respect to the Beverages for the ensuing year. Company and Distributor shall work together in finalizing the Annual Plan prior to the beginning of the Plan Year, taking into consideration the circumstances of Distributors local market conditions and performance of other Distributors similarly situated. Upon approval by both parties of such Plan, which approval shall not be unreasonably withheld by either party, Distributor and Company shall perform their obligations substantially as described in such Plan. Distributor shall be deemed to have not fulfilled its obligations (i) if it does not prepare and submit a proposed Plan in accordance with this subparagraph 7(a) or (ii) if Distributor fails to substantially perform the approved Plan or any material part thereof; provided, however, that any such failure by Distributor shall be waived if such failure results directly from failure on the part of Company to perform Companys obligations under this subparagraph 7(a) or any material part thereof. Failure by Distributor to prepare a Plan in accordance with this subparagraph 7(a) or to perform substantially in accordance with the Plan or any material part thereof will demonstrate Distributors unwillingness to develop, stimulate and satisfy fully the demand for the Beverages in the Territory. Company recognizes that circumstances may occur during the relevant Plan year, which circumstances could not be anticipated and are beyond the control of Company and/or Distributor. If such circumstances occur, Company and Distributor shall meet together and modify the Plan as appropriate to such circumstances. |
(b) | Distributor shall report to Company periodically, but not less than quarterly, as to its implementation of the Annual Plan. Distributor shall also provide information relating to Distributors sales of the Beverages and any extensions thereof in the Territory by volume and package. Distributor also agrees to provide information by volume and package for Beverages and any extensions thereof sold by Distributor to each outlet of a customer with which Company has a national account agreement or program. |
8. | (a) | Except as may be authorized specifically by Company in accordance with the Agreement, Distributor shall not sell, distribute or otherwise transfer any Beverages to any person under circumstances in which Distributor knows, should know or has been informed by Company that such person will redistribute the Beverages for ultimate sale outside the Territory. If any Beverages originating |
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with Distributor are found outside the Territory, Distributor shall be deemed to have transshipped such Beverages and shall be deemed to be a Transshipping Distributor for purposes hereof. The presumption of the foregoing sentence, however, shall not apply with respect to Beverages in Authorized Containers sold to a Commissary Exception Account if Distributor can demonstrate by its business records that any such Beverages were either (i) not received by Distributor from an Approved Processor or (ii) if Distributor did receive such Beverages, they were delivered by Distributor to a Commissary Exception Account. In addition to any other remedies Company may have a right to assert against a Transshipping Distributor for violation of this paragraph, Company may impose upon a Transshipping Distributor a charge for each case of Beverages transshipped by such Distributor. The per case amount of such charge shall be determined by Company in its sole discretion and may be an amount not to exceed three times Offended Distributors (as such term is hereinafter defined) most current average gross margin per case of the Beverages transshipped, as reasonably estimated by Company. Company and Distributor agree that the amount of any such charge shall be deemed to reflect the damages to Company, the Offended Distributor (if any) and the distribution system. If Beverages are transshipped into the territory of an Offended Distributor, Company shall forward to the Offended Distributor upon receipt, if any, from the Transshipping Distributor, not less than the Offended Distributors most current average gross margin per case of the Beverages transshipped. For purposes of the Agreement, Offended Distributor shall mean a distributor of Beverages in Authorized Containers into whose territory a Beverage in Authorized Containers is transshipped. |
(b) | In the event Beverages distributed or sold by Distributor are found in the territory of an Offended Distributor, Distributor shall make available to Company all documents and records relating to such Beverages and shall assist Company in all investigations relating to such Beverages. The decisions as to which remedy to pursue and whether to pursue any remedy shall be in the sole discretion of Company. |
9. | If Distributor is unable to purchase the Beverages from an Approved Processor at a price (the Offer Price) that is acceptable to Distributor, Distributor may give written notice to Company describing the circumstances. Within thirty (30) days of its receipt of such notice. Company shall use reasonable commercial efforts to obtain an Offer Price that is acceptable to Distributor. If Company is unable to obtain an Offer Price that is acceptable to Distributor, Distributor may, at its option, notify Company that Distributor is unwilling to purchase the Beverages at the Offer Price. In this event, Company shall notify Distributor in writing that Distributors authorization in respect of that Beverage or those Beverages or Authorized Container or Authorized Containers for which Distributor is unwilling to pay the revised price is cancelled, such cancellation to be effective sixty (60) days after the date of Companys notice thereof. |
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10. | Except to the extent that paragraph 9 hereof may apply, Distributor shall purchase Beverages from Approved Processors at a price and under terms or conditions as agreed by and between Distributor and any Approved Processor. |
11. | Except as provided in paragraphs 5 and 16 hereof, Company, for the Term of the Agreement and any renewal of the Term which may occur in accordance with paragraph 20, will not distribute or sell or authorize third parties to distribute or sell the Beverages in Authorized Containers in the Territory. |
12. | Company covenants that it will require each Approved Processor to warrant to Distributor that the Beverages delivered to Distributor shall comply in all respects with the Federal Food, Drug and Cosmetic Act, as amended (the Act), and all federal, state and local laws, rules, regulations and guidelines applicable in the Territory. Further, Company warrants it will require each Approved Processor to warrant to Distributor that all Beverages shipped to Distributor, and all packaging and other materials which come in contact with such Beverages, will not at the time of shipment to Distributor be adulterated, contaminated, or misbranded within the meaning of the Act or any other federal, state or local law, rule or regulation applicable in the Territory, and that such Beverages, packaging and other materials will not constitute articles prohibited from introduction into interstate commerce under the provisions of Sections 301(d), 404, 405 or 505 of the Act. |
13. | Company covenants that it will require each Approved Processor to warrant to Distributor that the Beverages will be handled, stored and transported properly up until time of delivery to Distributor and will be fresh by commercially reasonable standards at the time of delivery. |
14. | Company makes no other covenant, representation or warranty concerning the Beverages of any kind whatsoever, express or implied, except those set forth in paragraphs 12 and 13. |
15. | (a) | Company has the sole and exclusive right and discretion to reformulate any of the Beverages. In addition, Company has the sole and exclusive right and discretion to discontinue any of the Beverages or Authorized Containers under the Agreement, provided (i) such Beverage or Authorized Container is discontinued on a regional basis; (ii) Distributor is given not less than sixty (60) days written notice of such discontinuation and (iii) Company does not discontinue all Beverages under the Agreement. In the event Company discontinues any Beverage or Authorized Container, Appendix 2 of the Agreement shall be deemed amended by deleting the discontinued Beverage from the list of Beverages set forth on Appendix 2 or by deleting the discontinued Authorized Container from the list of Authorized Containers for the Beverages set forth on Appendix 2, as may be the case. |
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(b) | Subject to subparagraph (c) of this paragraph 15, Distributor has the right to discontinue the distribution and sale of any of the Beverages in the Authorized Containers in all of the Territory or in a designated geographic area in the Territory. This right shall be exercised, if at all, by Distributor giving sixty (60) days notice of such discontinuation to Company, specifying the geographic area within the Territory to which the notice of discontinuation applies. Upon expiration of such sixty (60) day period, Distributor shall cease distribution and sale of the specified Beverage or Beverages in the specified Authorized Container or Containers in the geographic area specified in the notice and Company may then distribute and sell such Beverage or Beverages in such Authorized Container or Containers in such geographic area, or authorize others to so distribute and sell. In the event of notice as described in this subparagraph, Appendix 1 to the Agreement shall be amended to eliminate the geographic area specified in the notice from the Territory. | ||
(c) | Distributor and Company acknowledge and agree that it may be in their respective best interests to adopt and implement in the Annual Business Plan a strategy for the Beverages under which Distributor will carry the Beverages in all available Authorized Containers. In the event Company believes in its commercially reasonable judgment that such strategy is necessary for the successful marketing of the Beverages, Company shall include such strategy in the information it provides to Distributor as described in subparagraph (a) of paragraph 7 of the Agreement. In that situation, and if Distributor gives notice of discontinuance to Company as provided for in subparagraph (b) of this paragraph 15, Company may respond to Distributor with a request that Distributor refrain from effectuating such discontinuance until completion of the process of developing the Annual Business Plan for the ensuing calendar year in accordance with subparagraph (a) of paragraph 7. Under such circumstances Distributor agrees that it will (i) so refrain from discontinuance as requested by Company and that it will (ii) cooperate in good faith during the planning process to support the strategy articulated by Company. |
16. | (a) | In the event Company proposes to introduce an extension of an existing Beverage (a New Beverage) which utilizes one or more of the Trademarks, Distributor shall have the option to distribute and sell such New Beverage in the Territory pursuant to the terms and conditions of the Agreement. Distributors option under this subparagraph 16(a) shall be exercised, if at all, by giving Company notice of the election within sixty (60) days of the date on which Company gives notice to Distributor that Company intends to introduce a New Beverage in the Territory. If Distributor gives Company timely notice of Distributors exercise of such option within such period, Schedule A of the Agreement shall be amended by adding the New Beverage to the list of Beverages set forth on Schedule A. If Distributor (i) accepts the offer to introduce the New Beverage in a timely manner but fails to introduce the New Beverage within a reasonable period of time, or (ii) fails to respond to Companys offer within the sixty (60) day period, or (iii) elects to decline such offer within the sixty (60) day period; Company shall have the |
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right to distribute or authorize others to distribute and sell or otherwise undertake any activity in the Territory with respect to the New Beverage. |
(b) | In the event Company proposes to introduce a new package or container (referred to jointly as a New Container) that is not an Authorized Container, Distributor shall have the option to distribute and sell the Beverage in such New Container in the Territory pursuant to the terms and conditions of the Agreement. Distributors option under this subparagraph 16(b) shall be exercised, if at all, by giving Company notice of the election within sixty (60) days of the date on which Company notifies Distributor that Company intends to introduce a New Container in the Territory. If Distributor gives Company timely notice of Distributors exercise of such option within such period, Schedule D of the Agreement shall be amended by adding the New Container to the list of Authorized Containers. If Distributor (i) accepts the offer to introduce in a timely manner but fails to introduce within a reasonable period of time, or (ii) fails to respond to Companys offer within the sixty (60) day period, or (iii) elects to decline such offer within the sixty (60) day period; Company shall have the right to distribute or authorize others to distribute and sell and otherwise undertake any activity in the Territory with respect to the New Container. |
17. | Distributor acknowledges that Company is the sole and exclusive owner of the Trademarks, and Distributor agrees not to question, dispute or challenge the validity of the Trademarks or their exclusive ownership by Company. Nothing herein, nor any act or failure to act by Distributor or Company, shall give Distributor any proprietary or ownership interest of any kind in the Trademarks or in the goodwill associated with the Trademarks. Company has the unrestricted right to use the Trademarks on the Beverages and on all other products and merchandise other than the Beverages in the Authorized Containers in the Territory. Company shall be absolutely entitled to determine in every instance the manner of presentation of the Trademarks and such other steps necessary or desirable to secure compliance with this paragraph. Distributor agrees to use and publish only such advertising, promotional materials or other items bearing the Trademarks relating to the Beverages as Company has approved and authorized in a prior writing. |
18. | Distributor agrees not to adopt or use any name, corporate name, or other commercial designation which includes the Trademarks individually or in any combination, or words that may be confused with any of the Trademarks, unless it has obtained the prior written consent of Company. |
19. | In the event Distributor discovers or becomes aware of the existence of any quality or other technical problems relating to the Beverages or to the packaging for the Beverages, then Distributor shall immediately notify Company by telephone, telegraph, telex or any other form of immediate communication. |
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Such notification must include: |
(a) | identity and quantities of the Beverages concerned, |
(b) | coding data, |
(c) | any other relevant data suitable or helpful for the tracing of such Beverages. | ||
In the event Company becomes aware of the existence of any quality or other technical problem relating to the Beverages or to an individual Beverage, Authorized Container or other packaging for the Beverages, Company may require Distributor immediately to take all necessary measures to withdraw the Beverages concerned from the market. Company shall notify Distributor by telephone, telefax or any other form of immediate communication that the Beverages concerned are to be withdrawn from the market. Upon receipt of such notice, Distributor shall immediately cease the distribution of such Beverages and take all other measures that are reasonably necessary or reasonably required by Company in connection with the withdrawal of such Beverages from the market. If any withdrawal or recall of any Beverage or Authorized Container is caused by Distributors failure to handle the Beverage properly after delivery to Distributor by an Approved Processor, Distributor shall bear the reasonable expenses of such withdrawal or recall and reimburse Company for all of its reasonable expenses incident to such withdrawal or recall. If any withdrawal or recall is allegedly caused by quality or technical defects arising from the manufacture, packaging, storage or shipment of the Beverages, Authorized Containers or other packaging or materials prior to delivery to Distributor, Distributor shall present any claims it may have to the Approved Processor from whom Distributor purchased the Beverages in Authorized Containers subject to such withdrawal or recall. Distributor shall also submit a copy of any such claim to Company. Company agrees to use reasonable efforts to resolve any such claims between Distributor and Approved Processor. |
20. | (a) | The Agreement shall commence on the Effective Date and continue for a period of fifteen (15) years (the Term), unless earlier terminated pursuant to the provisions of the Agreement. |
(b) | Unless Distributor has given notice of its intention not to renew as hereinafter provided or the Agreement has otherwise been earlier terminated as hereinafter provided, the then effective term of the Agreement shall be automatically renewed for Succeeding Terms of ten (10) years each. If Distributor chooses not to renew, it must give Company notice of such intention at least one (1) year prior to the expiration of the Term or any Succeeding Term which may occur. Company agrees that it will give Distributor at least thirty (30) days written notice prior to the beginning of such one (1) year period. |
21. | The Agreement shall terminate immediately without any liability for damages if any of the following events occur: |
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(a) | Distributor files a voluntary petition or consents to an involuntary petition for bankruptcy under any Chapter of Title 11 of the United States Code, as amended, or under any other federal insolvency law which presently exists or may exist hereafter; | ||
(b) | Distributor voluntarily commences any bankruptcy, insolvency, assignment for the benefit of creditors proceeding, case, or suit or consents to such a proceeding, case or suit under the laws of any state, commonwealth or territory of the United States or any country, kingdom or commonwealth not governed by the United States; | ||
(c) | an involuntary petition for bankruptcy, insolvency, assignment for the benefit of creditors, proceeding, case or suit under the laws of any state, territory or commonwealth of the United States or any country, commonwealth or kingdom not governed by the United States is filed against Distributor and such a proceeding, suit or case is not dismissed with prejudice within sixty (60) days after the commencement of such a proceeding, case or suit or the order of dismissal is appealed and stayed; | ||
(d) | Distributor makes an assignment, deed of trust for the benefit of creditors or makes an arrangement or composition with creditors other than a pledge as described in subparagraph (d) of paragraph 26 of the Agreement; | ||
(e) | a receiver or trustee for Distributor or for any interest in Distributors business is appointed and such order or decree appointing the receiver or trustee is not vacated, dismissed or discharged within sixty (60) days after such appointment or such order or decree is appealed and stayed; | ||
(f) | any of Distributors equipment or facilities are subject to attachment, levy or other final process for more than twenty (20) days or any of its equipment or facilities is noticed for judicial or non-judicial foreclosure sale and such attachment, levy, process or sale would materially and adversely affect Distributors ability to fulfill its obligations under the Agreement; | ||
(g) | Distributors interest, rights or obligations under the Agreement or any part thereof pass or transfer to another by operation of law other than a transfer to a spouse, parent or lineal descendant in accordance with the law of hereditary succession; | ||
(h) | Distributor becomes insolvent or ceases to conduct its operations in the normal course of business; | ||
(i) | Distributor substantially changes the nature of its business; or | ||
(j) | Distributors license to manufacture and distribute Coca-Cola is terminated for any reason. |
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22. | The Agreement may also be terminated by Company or Distributor if the other party fails to observe one or more of the material terms, covenants, or conditions of the Agreement and fails to correct such default within a reasonable cure period, mutually established by Company and Distributor, taking into account the nature and extent of such default, including Companys or Distributors estimation, as the case may be, of the period of time in which a cure could be effected through appropriate efforts. In no event, however, shall such cure period exceed one hundred eighty (180) days. The right to damages of the party terminating the Agreement under this paragraph 22 shall not be affected by such termination. |
23. | After termination of the Agreement: |
(a) | Distributor may not make any further use of the Trademarks or advertising materials which it used or which were intended to be used in connection with the sale and distribution of the Beverages. | ||
(b) | Distributor shall forthwith remove from its business premises and equipment, as well as from any business stationery and advertising materials used or maintained by Distributor, any reference to the Beverages and the Trademarks. Distributor may not thereafter hold forth in any manner whatsoever that it still has any connection with the Beverages. | ||
(c) | Distributor shall forthwith deliver to Company, or to Companys designee, in accordance with Companys instructions all Beverages and all packaging and advertising materials for the Beverages which are still in Distributors possession or under Distributors control, and Company shall pay to Distributor concurrently against the delivery of the aforementioned objects Distributors unreimbursed actual cost of purchase for such items, on a first in, first out basis. Company, or its designee, shall accept and pay for only such articles as are in good and usable condition and which can, in fact, be used by Company, or its designee. Any packaging and advertising materials that carry the name of Distributor or are, according to Companys reasonable determination, unfit for use shall either be destroyed without cost to Company or shall otherwise be disposed of in accordance with instructions given by Company. In the event the Agreement is terminated in accordance with the provisions of paragraphs 21 or 22 or as a result of any of the contingencies provided in paragraph 27 or by operation of law, or if the Agreement is terminated by Distributor for any reason other than in accordance with paragraph 22, then Company shall have the option, but not the obligation, to purchase from Distributor the above-mentioned Beverages and/or materials under the conditions set forth above in this paragraph. In the event that Company does not purchase such Beverages from Distributor, Distributor shall have the right to sell such Beverages either to customers within the Territory or to Company authorized distributors within the United States for a period ending ninety (90) days after the date of termination of the Agreement. | ||
(d) | All rights, conditions, stipulations, obligations and claims under the Agreement shall end and expire, whether specifically set forth or whether accrued or accruing |
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by use or otherwise, except those obligations of Distributor contained in paragraphs 6, 8,17,18,19,23, 24, 25, 28, 30 and 33 or obligations of Company contained in paragraphs 12, 13, 19, 23, 25, 30 and 33 or which survive by operation of law. |
24. | (a) | In the event that any claims shall be raised against Company, any company or other entity related to it, their legal representatives or their employees for any action or failure to act on the part of Distributor or on the part of any third party for which Distributor is responsible in connection with the distribution, marketing or promotion of the Beverages, Distributor shall indemnify and hold harmless all the above-named; provided Company provides reasonably prompt written notice of such claim to Distributor. In addition, Distributor shall refund any costs arising in this connection, including, but not limited to court costs and attorneys fees. |
(b) | In the event that any claims shall be raised against Distributor, any company related to it or their legal representatives or employees for any action or failure to act on the part of Company or any third party for which Company is responsible in connection with the production, distribution, marketing or promotion of the Beverages, Company shall hold harmless all the above-named; provided that Distributor provides reasonably prompt written notice of such claim to Company. In addition, Company shall refund any costs arising in this connection, including, but not limited to court costs and attorneys fees. |
25. | Company and Distributor agree: |
(a) | that during the Term of the Agreement and also after its termination, Distributor and Company will keep secret all trade and operational secrets as well as all other confidential information, if any, which either receives from the other party or in any other way in connection with the Agreement, including, but not limited to information concerning sales, promotion and distribution of the Beverages; during the Term, Distributor and Company shall disclose such trade and operational secrets as well as such of its other confidential information only on a need-to-know basis and only to such employees who have beforehand agreed to a corresponding secrecy obligation; | ||
(b) | that after termination of the Agreement, Distributor and Company will deliver to the other party in accordance with that partys instructions all written, graphic, or other materials, including all copies thereof, which are covered by the aforementioned secrecy obligation. |
26. | (a) This Agreement may be terminated immediately by Company upon written notice if, without the prior written consent of Company, which consent shall not be unreasonably withheld: |
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(b) | Distributor agrees that it will notify Company in the event of the acquisition by a third party of a material interest in the ownership of Distributor, and Distributor will, at the same time, disclose to Company the identity of the owners of Distributor prior to such transfer. Such owners shall include all persons and entities who directly or indirectly control or are under common control with the owners. | ||
(c) | Company agrees that it will consent to any transfer of the shares as defined below to any spouse, grandparent, parent or lineal descendant, including adopted children, of a Shareholder as defined below or to a trust or other entity for the sole benefit of any spouse, grandparent, parent or lineal descendant, including adopted children, of a Shareholder. For the purposes of this subparagraph (c), the term transfer shall mean any one or more direct or indirect sales, pledges, encumbrances, gifts, testamentary or intestate dispositions, exchanges, redemptions or other forms of conveyance, whether voluntary, involuntary, or by operation of law. For purposes of this paragraph 26, the term Shares shall mean the shares of issued and outstanding capital stock of Distributor or any securities convertible into or exchangeable for any such shares and the term Shareholder shall mean any natural person, partnership, corporation, trust or other legal entity which, as of the effective date of the Agreement owns or holds, directly or indirectly, a material interest in the voting power of any class or series of securities issued by Distributor or any entity controlling Distributor. | ||
(d) | A pledge of shares by Distributor or a Shareholder as collateral for a loan to any person shall not be prohibited. The Company, therefore, will not exercise its right |
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of termination under this paragraph 26 on the basis of any such pledge in and of itself. |
(e) | If Distributor wishes to effect a transfer in which the proposed transferee is another Coca-Cola distributor in the United States and such transfer is subject to the restrictions contained in subparagraph (a) of this paragraph 26, Distributor is required to give Company prior written notice of Distributors intent to make any such transfer (the Transfer Notice). If Distributor gives the Transfer Notice to Company, Company may elect to disapprove such transfer within thirty (30) days following Companys receipt of the Transfer Notice by giving Distributor notice of Companys disapproval of the proposed transfer (the Disapproval Notice); provided, however, that approval of such transfer may not be unreasonably withheld by Company. If Distributor gives the Transfer Notice to Company and Company does not give Distributor a Disapproval Notice within thirty (30) days following Companys receipt of the Transfer Notice, Company agrees that it will have waived its right of termination hereunder with respect to the transfer described in the Transfer Notice and no compensation (Compensation) shall be owed by Company to Distributor. If, however, Company gives a timely Disapproval Notice to Distributor and Distributor chooses to complete the transfer, Distributor agrees that, prior to completion of any transfer, Distributor shall surrender all its rights under this Agreement, and Company agrees to pay Compensation to Distributor in accordance with subparagraph (f) of this paragraph 26. | ||
(f) | If the offeror is a Coca-Cola Bottler in the United States and Company issues a Disapproval Notice in accordance with subparagraph 26(e), Company agrees to pay Compensation, in an amount determined below, to Distributor for the value of Distributors business in the Beverages that Distributor is surrendering. Compensation payable by Company to Distributor under subparagraph (f) of this paragraph 26 is in lieu of, and in full satisfaction of, any claims whatsoever that Distributor may have against Company in connection with the Beverages or Distributors business in the Beverages, including but not specifically limited to any payment to Distributor for any materials as may be required by subparagraph (c) of paragraph 23 of this Agreement. The Compensation, if any, to which Distributor is entitled is equal to fifty percent (50%) of the greater of: |
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(g) | The forum for arbitration shall be such location as Company and Distributor may agree, but in the absence of agreement, the forum shall be whichever of the following cities is closest to Distributors territory: Atlanta, Chicago, Dallas, New York or San Francisco. | ||
(h) | The rules of arbitration shall be the Commercial Arbitration Rules of the American Arbitration Association, except as otherwise provided in this paragraph 26. | ||
(i) | The governing law for commercial arbitration shall be the law of the state of New York, and the substantive law shall be as hereinafter provided. | ||
(j) | The Company and the Distributor shall each select one arbitrator, and those two arbitrators shall then select within thirty (30) days a third arbitrator. If the two arbitrators cannot agree on a third arbitrator, they shall discuss the qualifications of such third arbitrator with the Chief Judge of the United States District Court for Delaware who shall then be empowered to appoint a third, neutral arbitrator. | ||
(k) | The decision of the arbitrators on procedural and evidentiary matters shall be final and binding. | ||
(l) | The arbitrators shall have authority only to decide the Distributors entitlement to Compensation and the amount of Compensation in accordance with this paragraph 26, and the arbitrator shall not have the authority otherwise to amend, modify or extend the contractual relationship of the parties. | ||
(m) | The award rendered by arbitration conducted pursuant to this paragraph 26 shall be final and binding on both Distributor and Company, and judgment upon the award may be entered in any court of competent jurisdiction. The parties agree that the arbitration award is in lieu and in full satisfaction of any claims whatsoever Distributor may have in connection with the Beverages or the Distributors business in the Beverages. |
18
27. | Neither Company nor Distributor shall be in any way liable for failure to perform any of its obligations hereunder when such failure is caused by an Act of God, fire, strikes, war, riot, insurrection, boycott, acts of public authorities, delays or defaults caused by public carriers, inability to obtain raw materials or if it is due to any cause whatsoever, whether similar or dissimilar, beyond the reasonable control of the non-performing party; provided that, if such a failure on the part of one of the contractual parties shall persist for a period of twelve (12) months or more, either party may terminate the Agreement with immediate effect without any liability for damages. | |
28. | Company reserves the right to conduct, in its own name, any proceedings, in court or out of court, to protect its rights to the Trademarks, designs, trade dress and copyrights associated with the Beverages and Authorized Containers. Distributor may not claim any rights against Company for taking such action or for failure to take such action or because of the results of such action. Distributor agrees to notify Company immediately of any proceedings that have been instituted or that are threatened and which concern either the subject matter of proceedings mentioned in the previous sentences or other interests of Company or of any distributor or company authorized by Company. In the event Distributor believes it has a claim against any third party, Distributor also undertakes not to institute, without the prior written consent of Company, which consent Company will not unreasonably withhold, any proceedings, in court or out of court, against any such third party which might affect the Trademarks or substantial interests of Company or of any other distributor with regard to the Beverages. The foregoing sentence is not intended to restrict Distributor from instituting any such proceedings which are limited solely to the commercial interest of Distributor within the Territory. | |
29. | If any provisions of the Agreement should be or become legally invalid, the validity of other provisions of the Agreement shall not be affected thereby. To the extent legally possible, a provision which corresponds to the spirit and purpose of the Agreement shall be substituted for the invalid provision. |
30. | (a) | As to the entire subject matter of the Agreement, the Agreement shall constitute the only agreement between Company and Distributor. All prior agreements, arrangements, communications or understandings, whether oral or written, with respect to the Agreement between the parties and their legal predecessors (if any) are cancelled hereby. Company and Distributor further agree that no such prior agreements, drafts, arrangements, correspondence, communications or understandings, whether oral or written, shall be used by either party to the Agreement as evidence in any legal proceeding that may arise with respect to the application, construction or interpretation of the Agreement. |
(b) | Any modifications of or additions to the Agreement are invalid and void, abinitio . unless in writing signed by duly qualified and authorized representatives of Company and Distributor, respectively. | ||
(c) | All written notices in accordance with the Agreement shall be delivered by hand or by telefax transmission (with a mandatory written confirmation sent as provided below) or sent by regular, mail with correct postage affixed or by |
19
registered or certified mail (postage prepaid) or by any express courier or express mail, fees prepaid. Such notices shall be addressed to the address set forth on page one of the Agreement, or to the last known address of the party concerned. |
(d) | Nothing in the Agreement shall affect, by implication or otherwise, the rights and obligations of the parties under any other agreement now existing between Company and Distributor, specifically including the license agreement for Coca-Cola, and nothing in any such other agreements shall affect the Agreement by implication. | ||
(e) | Distributor agrees to consult with Company with respect to any product liability claims raised against it as well as with respect to any proceedings, in court or out of court, instituted against Distributor in connection with the Beverages or with packaging, including but not limited to Authorized Containers, used for the Beverages. Upon Company request, in the event of product liability claims, as well as in the proceedings mentioned above, Distributor, to the extent that it is legally empowered, shall allow Company by means of appropriate authorization or agreement to assume responsibility for the defense of any claim or claims referred to in this sentence; provided, however, that Distributor reserves the right to retain the responsibility to defend itself against claims of gross negligence or intentional misconduct. If Company does assume such defense, Company shall indemnify and hold Distributor harmless from and against any costs or expenses, including any damages assessed against Distributor and attorneys fees, arising out of or incurred in connection with Companys defense of the claim. Companys obligation to indemnify Distributor under this subparagraph 30(e) does not include indemnity or reimbursement (i) for any fees paid by Distributor to its own attorneys, consultants or other third parties for advisory or other services to Distributor in connection with the particular claim or (ii) damages that a court determines are payable by Distributor because of Distributors gross negligence or intention misconduct. Distributor and Company further agree to cooperate in the defense of claims asserted in this subparagraph (e). |
31. | Failure of Company or Distributor to exercise promptly any option or right granted in the Agreement or to require the strict performance of any obligation herein imposed upon the other party shall not be deemed to be a waiver of such options or rights or of the right to demand subsequent performance of any and all obligations herein imposed upon the other party. |
32. | Company may, after written notice to Distributor, assign rights under the Agreement to one or more companies related to it, and have duties under the Agreement fulfilled by such companies; provided, however, that any such delegation or transfer shall not relieve Company from its obligations under the Agreement. |
33. | Distributor is an independent contractor and not the agent of Company. Distributor recognizes that the Agreement does not constitute an agency or partnership agreement, and Distributor agrees that it will not represent or otherwise hold itself out as an agent, or any other kind of representative, of Company. |
20
34. | The Agreement shall in all respects be governed by, construed and enforced in accordance with the substantive laws of the State of Georgia applicable to contracts executed and to be wholly performed therein. |
35. | All notices and other communications hereunder shall be in writing (including facsimile transmission or similar writing) and shall be sent, delivered or mailed, addressed or transmitted by facsimile: |
(a) | If to Company, to: |
(b) | If to Distributor, to: |
Each such notice or communication shall be given (i) by hand delivery, (ii) by nationally recognized courier services or (iii) by facsimile transmission, receipt confirmed. Each such notice or communication shall be effective (x) if delivered by hand or by nationally recognized courier service, when delivered at the address specified in this paragraph 35 (or in accordance with the latest unrevoked correction from such party) and (y) if given by facsimile transmission when such facsimile is transmitted to the facsimile number specified in this paragraph 35 (or in accordance with the latest unrevoked correction from such party) and when confirmation is received. |
THE COCA-COLA COMPANY
COCA-COLA NORTH AMERICA DIVISION |
||||
By: | /s/ Paul W. Wood | |||
Paul W. Wood | ||||
Title: Vice President Bottler Business
Development, CCNA
Date. April 10, 2002 |
||||
Metrolina Bottling Company
|
||||
By: | /s/ Umesh Kasbekar | |||
Title: Vice President
Date: 3/12/2002 |
||||
21
|
P.O. Box 1734 | ||||||||
|
December 10, 2001 | Atlanta, GA 30301 | |||||||
|
404.676.2121 |
Attn: |
William B. Elmore, Jr.
President and Chief Operating Officer |
The Coca-Cola Company,
Coca-Cola North America Division |
||||
By: | /s/ Paul W. Wood | |||
Title: VP Bottler Business Development | ||||
Coca-Cola Bottling Co. Consolidated, on behalf of itself
and its subsidiaries and affiliates described above |
By: | /s/ Umesh M. Kasbekar | |||
Title: Vice President | ||||
|
CONFIDENTIAL | |||
|
||||
JOHN J. CULHANE
|
||||
GENERAL COUNSEL
|
ADDRESS REPLY TO | |||
COCA-COLA USA
|
ATLANTA, GA 3O3OI | |||
LEGAL DIVISION
|
December 14, 1994 | | ||
|
404-818-5888 | |||
|
FAX: 404-515-4128 |
1 | Except with respect to paragraph 3 below, for purposes of this Agreement, the term Consolidated shall include Coca-Cola Bottling Co, Consolidated and its directly and indirectly controlled subsidiaries existing at any time during the term of this Agreement which are engaged in the production or sale of beverages pursuant to Contracts with the Company. |
Very truly yours,
COCA-COLA COMPANY |
||||
By: | /s/ John J. Culhane | |||
Title: General Counsel | ||||
By: | /s/ Reid M. Henson | |||
Title: Vice Chairman | ||||
1. |
The Brands will include the following CCNA beverages:
|
|
All Sparkling beverages (e.g., Coca-Cola classic, diet Coke, Sprite, etc.)
|
||
|
Nestea (Coldfill only) and Minute Maid Adult Refreshment (Coldfill only)
|
2. |
The Program shall be for a minimum of two years beginning on January 1, 2009, and shall end
on December 31, 2010, unless terminated earlier by either party as permitted herein (the
Term). Either party may terminate the Program effective at the end of any calendar year
(i.e., on December 31) by giving not less than fifteen (15) days written notice to the other
party prior to the end of such calendar year. In addition, Bottler may terminate this
Agreement pursuant to paragraph 5.e below.
|
|
3. |
During the Term, both parties temporarily waive the pricing provisions, including most
favored nations provisions relating to pricing, if any, for each of the Brands listed in
Attachment A that are contained in the agreements between them for those Brands (the Existing
Contracts), and both parties agree that the pricing for the Brands shall be governed by this
Agreement during the Term. In agreeing to this waiver, the parties acknowledge that Bottler
is relying on the fact that CCNA has offered this Program to all
Coca-Cola bottlers in the United States in substantially the same form and using substantially
the same methodology as stated in this Agreement.
|
If CCNA offers a materially different incidence pricing program to any bottler, CCNA will either
make such program available to Bottler or allow Bottler the option to terminate this Program
effective at the end of the next calendar quarter by giving not less than thirty days written
notice to CCNA. However, the parties acknowledge that Other Participating Bottlers (as defined
below) will have different Incidence Rates and that such differences shall not be deemed a
material difference in incidence pricing programs. CCNA will continue to publish prices for the
Brands in accordance with the terms of the Existing Contracts, but such published prices shall
be informational only and shall not apply during the Term, unless this Agreement is terminated
early as permitted herein.
|
||
4. |
During the Term, CCNA will bill Bottler for concentrate at the standard billing prices
(SBPs) by Brand category that are communicated by CCNA to Bottler. The SBPs for 2009 are
set forth in Attachment A. SBP pricing will change once a year: at the end of each Program
year, CCNA shall be free to change the SBPs for the next year by giving 30 days notice to
Bottler. This is a billing price and does not reflect the incidence price (see Paragraph 5
below), CCNA shall charge the same SBPs to every bottler that elects to participate in an
incidence pricing program substantially similar to this Program during the Term (Other
Participating Bottlers), before taking account of any funding that Bottler or Other
Participating Bottlers may elect to net pursuant to paragraph 5.h below.
|
|
5. |
Within 15 days after the end of each calendar quarter, i.e., March 31, June 30, September 30,
and December 31, CCNA will calculate an effective Incidence Pricing Revenue (IPR) for each
category, as follows.
|
a. |
The Bottler will calculate its Dead Net Net Selling Income (DNNSI) during the
preceding quarter for Covered Sales of each Brand and multiply the DNNSI by the
Incidence Rate for that Brand to yield an IPR for each Brand. The sum of these IPRs
is the Total IPR for that quarter.
|
||
b. |
DNNSI is defined in as Revenue less CMA/CTM/Rebates. During the Program,
the Bottler will use the same process to calculate DNNSI for all of the quarters of the
program. Bottler will not alter the process or definition of DNNSI during the Program.
For auditing purposes, Bottler will provide copies (hard or electronic) of the results
of their sales systems (e.g., Margin Minder) to CCNA.
|
||
c. |
The starting Incidence Rate for the Brands shall be defined and calculated as
set forth on Attachment B. Each bottler will have its own Incidence Rate, and this
rate may vary across bottlers.
|
||
d. |
At the end of each year of the Program, CCNA will review and potentially adjust
Bottlers Incidence Rate for the next year of the Program with the Bottler. CCNA will
give not less than forty-five (45) days written notice of any changes to the Incidence
Rate. For Bottlers that are governed by the Bottlers Bottle Contract, the potential
adjustment in the Sparkling Incidence Rate will have a yearly cap, starting with the
Incidence Rate for 2010, that is based upon CPI. Attachment D illustrates
how Bottler and CCNA have agreed that the yearly cap on the maximum possible change
in the Incidence Rate will be calculated.
|
e. |
In addition to the annual review of the Incidence Rate described in the
preceding paragraph 5.d, CCNA may change the Incidence Rate at any time by giving not
less than 90 days prior written notice to Bottler, subject to the yearly cap described
in paragraph 5.d, if applicable. Should CCNA give notice of its intent to change the
Incidence Rate pursuant to this paragraph 5.e, Bottler shall have the right to
terminate this Program by giving written notice to CCNA not less than 15 days prior to
the date the change in Incidence Rate is scheduled to take effect.
|
||
f. |
In order to help inform the calculations and decisions for paragraphs 5.d and
5.e above, the Bottler and CCNA may mutually elect and agree to share yearly category
P&L information to the Operating Income level with each other. Based upon this
information, CCNA may use a variety of economic indicators such as Bottler Revenue
Growth, GP margin, OI margin, and ROIC to inform, but not prescribe, potential
adjustments to the Incidence Rate (e.g., keep IR same, increase IR, or decrease IR) for
each of the Brands stated in section 1.
|
||
g. |
If CCNA should add or change the formula or sweetener system for any Brand
during the Term, CCNA and the bottler will mutually determine whether to include the
affected Brand in the Program or whether to exclude the affected Brand and price it
pursuant to the Existing Contracts.
|
||
h. |
At the Bottlers option, base funding and contractually mandated funding as
described in Existing Contracts and in your annual agreement with CCNA, if any, may be
netted against the Incidence Rate (thus lowering the rate) and/or deducted from the
SBP, as illustrated in Attachment A. In addition, at the Bottlers option, sales of
the Brands to customers in the full service vending channel may be excluded from
Covered Sales. If Bottler elects either of these options, Bottlers election will be
set forth in Attachment A and may not be changed except by mutual consent.
|
6. |
Not later than two weeks before the end of each calendar quarter, the Bottler shall provide
CCNA with its volume and DNNSI calculations under paragraph 5 above for approximately the
first eleven weeks of the quarter together with such underlying details as reasonably
requested by CCNA. As soon as practicable after the end of the quarter, the Bottler will
update these numbers for the full quarter. The Bottler and CCNA shall then reconcile the
amounts actually paid to CCNA for concentrate billed at the SBP for each Brand during the
quarter (the Total Standard Pricing Revenue or Total SPR), against the Total IPR
calculated above for that quarter. If the Total SPR is less than the Total IPR, the Bottler
shall pay the difference to CCNA no later than 30 days after the end of the quarter.
Similarly, if the Total SPR is more than the Total IPR, CCNA shall pay the difference to the
Bottler no later than 30 days after the end of the quarter.
|
|
7. |
Both parties shall be entitled to review the others calculations and all relevant underlying
records upon written request.
|
|
8. |
Within two weeks of the end of every quarter, the Bottler will provide CCNA package level
data for volume, gross revenue, and CTM/CMA/Rebates for all of the Brands covered in the
Program.
|
9. |
The Bottler will make changes as needed to the views in its Route Settlement System (e.g.,
Margin Minder or other mutually agreeable system) to reflect the effective COGS under this
Program, and will use reasonable efforts to ensure that its key decision makers will have
access to the incidence pricing view in Margin Minder or other system, or make such other
changes that may be reasonably required in order to ensure that Bottler employees with
financial decision-making responsibility have access to Bottlers effective COGS under this
Program when making decisions in the performance of their duties.
|
|
10. |
The parties will meet on a timely basis to jointly develop a mutually agreeable reporting and
review process.
|
|
11. |
Bottler will share with CCNA in a timely fashion its annual and quarterly forecasting
information for the average prices it expects to charge for each of the Brands by package, to
the extent that Bottler maintains such information in the ordinary course of its business.
|
|
12. |
The purpose of this Program is to determine the feasibility and effectiveness of implementing
an alternative pricing system. Characteristics of this Program may or may not be extended
past the end of the Program specified in Section 2, and any such extensions must be by mutual
agreement.
|
|
13. |
Attached as Attachment C is a form of Confidentiality Agreement that shall govern this
Agreement and the information shared between the parties pursuant to this Agreement.
|
|
14. |
Rights of Reversion. If either Bottler or CCNA terminates this agreement as permitted in
paragraphs 2 and 5.e above, the parties will reconcile Total SPR against Total IPR as provided
in paragraph 6 through the end of the Term. Beginning on the first day of the quarter
following the expiration or termination of this Agreement, CCNA will resume charging prices to
Bottler for the Brands in accordance with the terms of the Existing Contracts, Nothing in this
Agreement shall be deemed to modify, change or amend the interpretation of the Existing
Contracts or the parties respective rights and obligations thereunder following termination
or expiration of this Agreement.
|
By: | /s/ James E. Harris | |||
Printed Name: | James E. Harris | |||
Title: | Chief Financial Officer | |||
cc:
|
||||
D | ||||||||||
A | B | C | SBP | |||||||
Lookup | EQ | 1/1/09 | ||||||||
Code | Brand | Throw | $/Gal | |||||||
1 |
COCA-COLA CLASSIC
|
[***] | $ | [***] | ||||||
2 |
CF Coca-Cola CLASSIC
|
[***] | $ | [***] | ||||||
3 |
VANILLA COKE
|
[***] | $ | [***] | ||||||
4 |
CHERRY COKE
|
[***] | $ | [***] | ||||||
5 |
DIET COKE
|
[***] | $ | [***] | ||||||
6 |
CF DIET COKE
|
[***] | $ | [***] | ||||||
7 |
COKE ZERO
|
[***] | $ | [***] | ||||||
8 |
dKO w/Splenda
|
[***] | $ | [***] | ||||||
9 |
DIET COKE with LIME
|
[***] | $ | [***] | ||||||
10 |
DIET VANILLA COKE
|
[***] | $ | [***] | ||||||
11 |
DIET CHERRY COKE
|
[***] | $ | [***] | ||||||
12 |
Cherry Zero
|
[***] | $ | [***] | ||||||
13 |
Vanilla Zero
|
[***] | $ | [***] | ||||||
14 |
Diet KO Plus
|
[***] | $ | [***] | ||||||
15 |
TAB
|
[***] | $ | [***] | ||||||
16 |
BARQS Root Beer
|
[***] | $ | [***] | ||||||
17 |
CARVERS GINGER ALE
|
[***] | $ | [***] | ||||||
18 |
Barqs DELAWARE PUNCH
|
[***] | $ | [***] | ||||||
19 |
BARQS Diet Root Beer
|
[***] | $ | [***] | ||||||
20 |
DIET SPRITE
|
[***] | $ | [***] | ||||||
21 |
FANTA Orange/Flavors
|
[***] | $ | [***] | ||||||
22 |
FANTA ZERO
|
[***] | $ | [***] | ||||||
23 |
FRESCA
|
[***] | $ | [***] | ||||||
24 |
MELLO YELLO
|
[***] | $ | [***] | ||||||
25 |
PIBB XTRA
|
[***] | $ | [***] | ||||||
26 |
NORTHERN NECK GINGER
|
[***] | $ | [***] | ||||||
27 |
Diet Northern Neck
|
[***] | $ | [***] | ||||||
28 |
RED FLASH
|
[***] | $ | [***] | ||||||
29 |
SEAGRAMS GINGER ALES
|
[***] | $ | [***] | ||||||
30 |
SEAGRAMS DT GINGER ALE/DT RASP
|
[***] | $ | [***] | ||||||
31 |
SEAGRAMS CLUB SODA
|
[***] | $ | [***] | ||||||
32 |
SEAGRAMS TONIC WATER
|
[***] | $ | [***] | ||||||
33 |
SEAGRAMS DIET TONIC WATER
|
[***] | $ | [***] | ||||||
34 |
SEAGRAMS SELTZERS
|
[***] | $ | [***] | ||||||
35 |
PIBB ZERO
|
[***] | $ | [***] | ||||||
36 |
SPRITE
|
[***] | $ | [***] | ||||||
37 |
VAULT/VAULT Red Blitz
|
[***] | $ | [***] | ||||||
38 |
VAULT ZERO
|
[***] | $ | [***] |
D | ||||||||||
A | B | C | SBP | |||||||
Lookup | EQ | 1/1/09 | ||||||||
Code | Brand | Throw | $/Gal | |||||||
39 |
Nestea Sweet Lemon
|
[***] | $ | [***] | ||||||
40 |
Diet Nestea
|
[***] | $ | [***] | ||||||
41 |
MMAR
|
[***] | $ | [***] | ||||||
42 |
MMAR Lights
|
[***] | $ | [***] |
*** |
This information has been omitted and filed separately with the commission. Confidential
treatment has been requested for such information.
|
A-2
*** |
This information has been omitted and filed separately with the commission. Confidential
treatment has been requested for such information.
|
B-1
C-1
C-2
Bottler |
THE COCA-COLA COMPANY
by and through its Coca-Cola North America division |
|||||||
|
||||||||
By:
|
/s/ James E. Harris | |||||||
|
|
By: | ||||||
|
||||||||
Authorized Signing Officer |
C-3
D-1
Third Quarter | First Nine Months | |||||||||||||||
2010 | 2009 | 2010 | 2009 | |||||||||||||
Computation of Earnings:
|
||||||||||||||||
Income before income taxes
|
$ | 24,821 | $ | 17,430 | $ | 54,686 | $ | 50,056 | ||||||||
Add:
|
||||||||||||||||
Interest expense
|
8,259 | 8,289 | 24,721 | 26,332 | ||||||||||||
Amortization of debt premium/discount and expenses
|
590 | 593 | 1,760 | 1,811 | ||||||||||||
Interest portion of rent expense
|
411 | 391 | 1,238 | 1,116 | ||||||||||||
|
||||||||||||||||
Earnings as adjusted
|
$ | 34,081 | $ | 26,703 | $ | 82,405 | $ | 79,315 | ||||||||
|
||||||||||||||||
|
||||||||||||||||
Computation of Fixed Charges:
|
||||||||||||||||
Interest expense
|
$ | 8,259 | $ | 8,289 | $ | 24,721 | $ | 26,332 | ||||||||
Capitalized interest
|
8 | 13 | 85 | 64 | ||||||||||||
Amortization of debt premium/discount and expenses
|
590 | 593 | 1,760 | 1,811 | ||||||||||||
Interest portion of rent expense
|
411 | 391 | 1,238 | 1,116 | ||||||||||||
|
||||||||||||||||
Fixed charges
|
$ | 9,268 | $ | 9,286 | $ | 27,804 | $ | 29,323 | ||||||||
|
||||||||||||||||
|
||||||||||||||||
Ratio of Earnings to Fixed Charges
|
3.68 | 2.88 | 2.96 | 2.70 | ||||||||||||
|
1. | I have reviewed this quarterly report on Form 10-Q of Coca-Cola Bottling Co. Consolidated; |
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 registrants 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 registrants 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 registrants internal control over financial reporting that occurred during the registrants most recent fiscal quarter (the registrants fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrants internal control over financial reporting; and |
5. | The registrants other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrants auditors and the audit committee of the registrants 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 registrants 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 registrants internal control over financial reporting. |
/s/ J. Frank Harrison, III | ||||
Date: November 12, 2010 | J. Frank Harrison, III | |||
Chairman of the Board of Directors
and
Chief Executive Officer |
1. | I have reviewed this quarterly report on Form 10-Q of Coca-Cola Bottling Co. Consolidated; |
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 registrants 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 registrants 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 registrants internal control over financial reporting that occurred during the registrants most recent fiscal quarter (the registrants fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrants internal control over financial reporting; and |
5. | The registrants other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrants auditors and the audit committee of the registrants 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 registrants 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 registrants internal control over financial reporting. |
/s/ James E. Harris | ||||
Date: November 12, 2010 | James E. Harris | |||
Senior Vice President and
Chief Financial Officer |
/s/ J. Frank Harrison, III | ||||
J. Frank Harrison, III | ||||
Chairman of the Board of Directors and
Chief Executive Officer November 12, 2010 |
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/s/ James E. Harris | ||||
James E. Harris | ||||
Senior Vice President and
Chief Financial Officer November 12, 2010 |
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