-------------------------------------------------------
                                       
                                   FORM 10-Q

                      SECURITIES AND EXCHANGE COMMISSION
                            WASHINGTON, D.C. 20549


       [X]      QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                        SECURITIES EXCHANGE ACT OF 1934

                      For the quarter ended March 31,June 30, 1994

                                      OR

       [ ]     TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                        SECURITIES EXCHANGE ACT OF 1934

            For the transition period from _____________---------- to ____________----------
                          Commission File No. 1-2217


                             The Coca-Cola Company


            (Exact name of Registrant as specified in its Charter)

                Delaware                               58-0628465
    (State or other jurisdiction of                  (IRS Employer
     incorporation or organization)               Identification No.)


       One Coca-Cola Plaza, N.W.                         30313
            Atlanta, Georgia                           (Zip Code)
(Address of principal executive offices)


Registrant's telephone number, including area code (404) 676-2121



Indicate  by  check mark whether the Registrant (1)  has  filed  all
reports  required  to  be  filed by  Section  13  or  15(d)  of  the
Securities  Exchange Act of 1934 during the preceding 12 months  and
(2)  has  been subject to such filing requirements for the  past  90
days.

                         Yes   X               No
                            -------              -------

Indicate   the  number  of  shares  outstanding  of  each   of   the
Registrant's  classes of Common Stock as of the  latest  practicable
date.

         Class of Common Stock                Outstanding at AprilJuly 29, 1994
         ---------------------                  ----------------------------------------------------
             $.25 Par Value                       1,293,362,9311,289,719,361 Shares

            -------------------------------------------------------


 -2-

                    THE COCA-COLA COMPANY AND SUBSIDIARIES

                                     INDEX

                                                           Page Number


                         Part I. Financial Information

Item 1. Financial Statements (Unaudited)                     Page Number

        Condensed Consolidated Balance Sheets
           March 31,June 30, 1994 and December 31, 1993                    3

        Condensed Consolidated Statements of Income
           Three and six months ended March 31,June 30, 1994 and 1993      5

        Condensed Consolidated Statements of Cash Flows
           ThreeSix months ended March 31,June 30, 1994 and 1993                6

        Notes to Condensed Consolidated Financial Statements      7

Item 2. Management's Discussion and Analysis of Financial
           Condition and Results of Operations                   11


                          Part II.  Other Information

Item 4. Submissions of Matters to a Vote of Security Holders   15

Item 6. Exhibits and Reports on Form 8-K                         1615
     

 -3-
Part I.  Financial Information

Item 1.  Financial Statements (Unaudited)
                                       
                                       
                    THE COCA-COLA COMPANY AND SUBSIDIARIES
                                       
                     CONDENSED CONSOLIDATED BALANCE SHEETS
                                  (UNAUDITED)
                        (In millions except share data)

                                    ASSETS

March 31,June 30, December 31, 1994 1993 ----------- ----------- CURRENT Cash and cash equivalents $ 9591,221 $ 998 Marketable securities 141135 80 ----------- ----------- 1,1001,356 1,078 Trade accounts receivable, less allowances of $40$33 at March 31June 30 and $39 at December 31 1,2371,494 1,210 Finance subsidiary receivables 3340 33 Inventories 1,0711,166 1,049 Prepaid expenses and other assets 1,1271,237 1,064 ----------- ----------- TOTAL CURRENT ASSETS 4,5685,293 4,434 ----------- ----------- INVESTMENTS AND OTHER ASSETS Equity method investments Coca-Cola Enterprises Inc. 494510 498 Coca-Cola Amatil Limited 632656 592 Other affiliated businesses 1,0411,032 1,037 Cost method investments in affiliated businesses 149196 88 Finance subsidiary receivables 264270 226 Marketable securities and other assets 887891 868 ----------- ----------- 3,4673,555 3,309 ----------- ----------- PROPERTY, PLANT AND EQUIPMENT Land 207215 197 Buildings and improvements 1,6761,779 1,616 Machinery and equipment 3,5003,631 3,380 Containers 381402 403 ----------- ----------- 5,7646,027 5,596 Less allowances for depreciation 1,9402,042 1,867 ----------- ----------- 3,8243,985 3,729 ----------- ----------- GOODWILL AND OTHER INTANGIBLE ASSETS 550568 549 ----------- ----------- $ 12,40913,401 $ 12,021 =========== ===========
-4- THE COCA-COLA COMPANY AND SUBSIDIARIES LIABILITIES AND SHARE-OWNERS' EQUITY
March 31,June 30, December 31, 1994 1993 ----------- ----------- CURRENT Accounts payable and accrued expenses $ 2,1302,496 $ 2,217 Loans and notes payable 1,5961,721 1,409 Finance subsidiary notes payable 275274 244 Current maturities of long-term debt 146 19 Accrued taxes 1,2771,341 1,282 ----------- ----------- TOTAL CURRENT LIABILITIES 5,2925,838 5,171 ----------- ----------- LONG-TERM DEBT 1,4401,471 1,428 ----------- ----------- OTHER LIABILITIES 731743 725 ----------- ----------- DEFERRED INCOME TAXES 130133 113 ----------- ----------- SHARE-OWNERS' EQUITY Common stock, $.25 par value - Authorized: 2,800,000,000 shares Issued: 1,704,671,9671,705,771,998 shares at March 31;June 30; 1,703,526,299 shares at December 31 426 426 Capital surplus 1,1071,132 1,086 Reinvested earnings 9,72610,231 9,458 Unearned compensation related to outstanding restricted stock (81)(78) (85) Foreign currency translation adjustment (369)(269) (420) Unrealized gain on securities available-for-sale 5456 -- ----------- ----------- 10,86311,498 10,465 Less treasury stock, at cost (410,048,000(415,868,011 common shares at March 31;June 30; 406,072,817 common shares at December 31) 6,0476,282 5,881 ----------- ----------- 4,8165,216 4,584 ----------- ----------- $ 12,40913,401 $ 12,021 =========== =========== See Notes to Condensed Consolidated Financial Statements.
-5- THE COCA-COLA COMPANY AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED) (In millions except per share data)
Three Months Ended March 31, -----------------------June 30, Six Months Ended June 30, -------------------------- ------------------------- 1994 1993 ----------- -----------1994 1993 ---------- ---------- ---------- ---------- NET OPERATING REVENUES $ 3,3524,342 $ 3,0563,899 $ 7,694 $ 6,955 Cost of goods sold 1,242 1,093 ----------- -----------1,667 1,464 2,909 2,557 ---------- ---------- ---------- ---------- GROSS PROFIT 2,110 1,9632,675 2,435 4,785 4,398 Selling, administrative and general expenses 1,338 1,286 ----------- -----------1,605 1,476 2,943 2,762 ---------- ---------- ---------- ---------- OPERATING INCOME 772 6771,070 959 1,842 1,636 Interest income 35 3544 32 79 67 Interest expense 43 4650 40 93 86 Equity income 7 2957 39 64 68 Other deductions - net 11 39 ----------- -----------14 10 25 49 ---------- ---------- ---------- ---------- INCOME BEFORE INCOME TAXES AND CHANGE IN ACCOUNTING PRINCIPLE 760 6561,107 980 1,867 1,636 Income taxes 239 202 ----------- -----------349 302 588 504 ---------- ---------- ---------- ---------- INCOME BEFORE CHANGE IN ACCOUNTING PRINCIPLE 521 454758 678 1,279 1,132 Transition effect of change in accounting for postemployment benefits -- -- -- (12) ----------- --------------------- ---------- ---------- ---------- NET INCOME $ 521758 $ 442 =========== ===========678 $ 1,279 $ 1,120 ========== ========== ========== ========== INCOME PER SHARE Before change in accounting principle $ .40.59 $ .35.52 $ .99 $ .87 Transition effect of change in accounting for postemployment benefits -- -- -- (.01) ----------- --------------------- ---------- ---------- ---------- NET INCOME PER SHARE $ .40.59 $ .34 =========== ===========.52 $ .99 $ .86 ========== ========== ========== ========== DIVIDENDS PER SHARE $ .195 $ .170 =========== ===========$ .39 $ .34 ========== ========== ========== ========== AVERAGE SHARES OUTSTANDING 1,296 1,306 =========== ===========1,292 1,303 1,294 1,304 ========== ========== ========== ========== See Notes to Condensed Consolidated Financial Statements.
-6- THE COCA-COLA COMPANY AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) (In millions)
ThreeSix Months Ended March 31, -----------------------June 30, --------------------------- 1994 1993 ---------- --------------------- OPERATING ACTIVITIES Net income $ 5211,279 $ 4421,120 Transition effect of change in accounting principle -- 12 Depreciation and amortization 91 88193 173 Deferred income taxes 8 16 (19) Equity income, net of dividends -- (21)59 (36) Foreign currency adjustments (5) 8(3) (10) Other noncash items 2 1622 12 Net change in operating assets and liabilities (274) (302)(310) (242) ----------- ----------- Net cash provided by operating activities 343 2591,256 1,010 ----------- ----------- INVESTING ACTIVITIES Additions to finance subsidiary receivables (43) (5)(59) (26) Collections of finance subsidiary receivables 5 1416 23 Acquisitions and investments in affiliated businesses (7) (22)(151) (337) Purchases of securities (91) (49)(235) (261) Proceeds from disposals of securities and other assets 25 109225 525 Purchases of property, plant and equipment (185) (209)(364) (398) Proceeds from disposals of property, plant and equipment 17 1727 24 Other investing activities 14 --(10) (14) ----------- ----------- Net cash used in investing activities (265) (145)(551) (464) ----------- ----------- Net cash provided by operations after reinvestment 78 114705 546 ----------- ----------- FINANCING ACTIVITIES Issuances of debt 228 268360 436 Payments of debt (12) (262) Common(28) (267) Issuances of stock issued 18 1541 121 Purchases of common stock for treasury (166) (107)(402) (436) Dividends (187) (200)(470) (422) ----------- ----------- Net cash used in financing activities (119) (286)(499) (568) ----------- ----------- EFFECT OF EXCHANGE RATE CHANGES ON CASH AND CASH EQUIVALENTS 2 (10)17 (1) ----------- ----------- CASH AND CASH EQUIVALENTS Net decreaseincrease (decrease) during the period (39) (182)223 (23) Balance at beginning of period 998 956 ----------- ----------- Balance at end of period $ 9591,221 $ 774933 =========== =========== INTEREST PAID $ 5798 $ 5996 =========== =========== INCOME TAXES PAID $ 228570 $ 178314 =========== =========== See Notes to Condensed Consolidated Financial Statements.
-7- THE COCA-COLA COMPANY AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) NOTE A - BASIS OF PRESENTATION The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. They do not include all information and notes required by generally accepted accounting principles for complete financial statements. However, except as disclosed herein, there has been no material change in the information disclosed in the notes to consolidated financial statements included in the Annual Report on Form 10-K of The Coca-Cola Company (the Company) for the year ended December 31, 1993. In the opinion of Management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. Operating results for the threesix month period ended March 31,June 30, 1994, are not necessarily indicative of the results that may be expected for the year ending December 31, 1994. The Company adopted Statement of Financial Accounting Standards No. 115, Accounting for Certain Investments in Debt and Equity Securities (SFAS 115) as of January 1, 1994. The Company recorded an increase to share-owners' equity of $60 million from the adoption of SFAS 115. The Company filed a Form 8-K on January 27, 1994, restating the 1993 quarterly reports for the adoption of Statement of Financial Accounting Standards No. 112, Employers' Accounting for Postemployment Benefits (SFAS 112). as of January 1, 1993. Results for the first quarter of 1993 were restated to include the recognition of a one-time, noncash, after-tax charge of $12 million which is net of income tax benefits of $8 million. The transition effect charge consists primarily of health benefits for surviving spouses and disabled employees. The adoption impact of SFAS 112 on the Company's bottling investees accounted for by the equity method was immaterial and, therefore, was not included in the transition effect charge. Net income per share for the first quarter of 1993 was reduced by $0.01 for the adoption of SFAS 112. Certain amounts in the 1993 condensed consolidated financial statements have been reclassified to conform to the current year presentation. NOTE B - SEASONAL NATURE OF BUSINESS Unit sales of the Company's soft drink products are generally greater in the second and third quarters due to seasonal factors. -8- NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED) NOTE C - INVENTORIES Inventories consist of the following (in millions):
March 31,June 30, December 31, 1994 1993 ----------- ----------------------- Raw materials and supplies $ 678767 $ 689 Work in process 810 4 Finished goods 385389 356 ----------- ----------- $ 1,0711,166 $ 1,049 =========== ===========
NOTE D - SUMMARIZED INCOME STATEMENT DATA OF COCA-COLA ENTERPRISES INC. At March 31,June 30, 1994 and 1993, the Company owned approximately 43 percent and 44 percent, respectively, of the outstanding common stock of Coca-Cola Enterprises Inc. (Coca-Cola Enterprises) and, accordingly, accounted for its related investment therein under the equity method of accounting. Coca-Cola Enterprises meets the definition of a significant equity investee as defined by Rule 3-09 of Regulation S-X. Summarized income statement data for Coca-Cola Enterprises is as follows (in millions):
Three Months Ended ----------------------- AprilSix Months Ended ------------------------ ------------------------ July 1, AprilJuly 2, July 1, July 2, 1994 1993 ----------- -----------1994 1993 ---------- ---------- ---------- ---------- Net operating revenues $ 1,3201,610 $ 1,2081,448 $ 2,929 $ 2,656 Gross profit 521 477623 556 1,143 1,033 Net loss (6) (5)income 38 16 32 12 Net lossincome available to common share owners (7) (5)38 16 31 12
NOTE E - SHARE REPURCHASE PROGRAM During the first quarter of 1994,Under its share repurchase program, the Company purchased approximately 46 million shares of its common stock.stock in the second quarter and approximately 10 million shares for the six months ended June 30, 1994. -9- NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED) NOTE F - FINANCIAL INSTRUMENTS As discussed in Note A, the Company adopted SFAS 115 at January 1, 1994, changing the method of accounting for certain debt and marketable equity security investments from a historical cost basis to a fair value approach. Under SFAS 115, investments in debt and marketable -9- NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED) equity securities, other than investments accounted for by the equity method, are categorized as either trading securities, securities available-for-sale or securities held-to-maturity.held-to- maturity. At January 1, 1994, the Company had no trading securities. Securities categorized as available-for-sale are stated at fair value, with unrealized gains and losses, net of deferred taxes, reported in share-owners' equity. Debt securities categorized as held-to-maturity are stated at amortized cost. Available-for-sale and held-to-maturity securities, at January 1, 1994, consisted of the following (in millions):
Gross Gross Estimated Unrealized Unrealized Fair Cost Gains Losses Value ---------- ---------- ---------- ---------- ---------- ---------- ---------- ---------- Available-for-sale securities Equity securities $ 43 $ 103 $ -- $ 146 Collateralized mortgage obligations 105 1 -- 106 Other debt securities 36 -- -- 36 ---------- ---------- ---------- ---------- Total $ 184 $ 104 $ -- $ 288 ========== ========== ========== ========== Held-to-maturity securities Bank and corporate debt $ 1,008 $ -- $ 2 $ 1,006 Other securities 124 -- 1 123 ---------- ---------- ---------- ---------- Total $ 1,132 $ -- $ 3 $ 1,129 ========== ========== ========== ==========
These investments were included in the following captions on the condensed consolidated balance sheet (in millions):
January 1, 1994 ---------------------------------------------- Available- Held-to- for-Sale Maturity Securities Securities ----------- --------------------- ---------- Cash and cash equivalents $ -- $ 777 Marketable securities 93 9 Cost method investments in affiliated businesses 84 -- Marketable securities and other assets 111 346 ----------- ----------- $ 288 $ 1,132 =========== ===========
-10- NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED) The contractual maturities of these investments as of January 1, 1994, were as follows (in millions):
Available-for-Sale Securities Held-to-Maturity Securities ----------------------------- --------------------------- Amortized Fair Amortized Fair Cost Value Cost Value ---- ----- ---- ----- 1994 $ 34 $ 34 $ 786 $ 786 1995 - 1998 2 2 326 323 After 1998 -- -- 20 20 --- --- --- ---Available-for-Sale Securities Held-to-Maturity Securities ----------------------------- --------------------------- Amortized Fair Amortized Fair Cost Value Cost Value ----- ----- ----- ----- 1994 $ 34 $ 34 $ 786 $ 786 1995 - 1998 2 2 326 323 After 1998 -- -- 20 20 ---- ---- ------ ------ 36 36 1,132 1,129 Collateralized mortgage obligations 105 106 -- -- Equity securities 43 146 -- -- ---- ---- ------ ------ Total $184 $288 $1,132 $1,129 ==== ==== ====== ======
NOTE G - CONTINGENCIES In March 1994, the Tokyo Regional Taxation Bureau in Japan issued an assessment claimingalleging that royalties paid by a wholly-owned subsidiary of the Company were in excess of an arm's length price during fiscal years 1990, 1991 and 1992. The Company complied with the National Tax Administration Agency's pre-confirmation system through prompt communication of royalty rates existing during the assessment period and strongly disagrees with the assessment. This matter will beis being reviewed by the United States and Japanese tax authorities under the treaty signed by the two nations to prevent double taxation. If upheld, the assessment would require the Company to pay additional taxes in Japan. However, anyThe Company has been granted suspension of enforcement against payment of the tax while this matter is under consideration by United States and Japanese tax authorities. This suspension of enforcement is supported by a bank guarantee by Mitsubishi Bank, Limited. The Company has agreed to indemnify Mitsubishi if amounts are paid pursuant to the guarantee. Any additional tax liability in Japan should be fully offset by tax credits in the United States.States and would not adversely affect earnings. -11- Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations RESULTS OF OPERATIONS VOLUME SOFT DRINKS: Worldwide unit case volume increased approximately 7 percent in both the second quarter and worldwidefor the first six months of 1994 when compared to 1993. Worldwide gallon shipments of soft drink concentrates and syrups also grew 67 percent in both the second quarter and for the first quartersix months of 1994 when compared to the first quarter of 1993.year. In the North America sector, unit case volume sold to retail customers grew 76 percent in the firstsecond quarter, led byincluding an increase of 76 percent in the United States. The continuing strong unit case volume gains in the United States resulted from increases in the Company's core brands, as well aswhich benefited from the ongoing introduction of the "contour" package for Coca-Cola classic and diet Coke, and the Sprite advertising campaign. Volume also rose from sales of new products, such as PowerAde, Nestea PowerAde and Minute Maid Juices To Go. Continued focus on programs designed to increase customer volume and profit also contributed to firstsecond quarter results. North American gallon shipments of concentrates and syrups to bottlers and distributors increased 117 percent for the firstsecond quarter, including growth of 118 percent in the United States. InternationalFor the year to date, North American gallon shipments of concentrates and syrups advanced 3rose 9 percent, andincluding a 9 percent increase in the United States. Unit case volume in North America grew 6 percent for the year to date, including 6 percent growth in the United States. International unit case volume increased more than 67 percent and gallon shipments grew 8 percent in the first quarter of 1994.second quarter. International unit case volume wasincreases in the second quarter were led by a 3332 percent increase in the Northeast Europe/Middle East Group, which camecomes on top of 2025 percent growth in the prior year. This group continues to benefit from rapid expansion into emerging soft drink markets. UnitSecond quarter unit case volume in the Middle East Division, the East Central European Division and the Nordic and Northern Eurasia Division advanced 3229 percent, 2211 percent and 126 percent, respectively. First quarterIn Egypt, unit case volume in India reached 12 million cases, as the Company began its first full year of operation in that country since 1977. Gallon shipments of concentrates and syrups increased 13grew 40 percent in the firstsecond quarter as a result of increased efficiencies in the distribution system. Gallon shipments increased 27 percent in the second quarter in the Northeast Europe/Middle East Group. For the year to date, unit case volume and gallon shipments increased 32 percent and 22 percent, respectively. In the Latin America Group, first quarter unit case volume grew 59 percent in the second quarter, led by an 11gains of 12 percent gainin Chile, 12 percent in Mexico, and 713 percent in Argentina; growth in Chile,was partially offset by a 52 percent decline in Brazil, where consumers continue to experience a lack of purchasing power due to thea difficult economic environment. The gain in Latin America resulted from aggressive system investment in volume building activities such as new packaging initiatives and focused brand promotions. Gallon shipments in the Latin America Group increased 6 percent in the second quarter of 1994. For the year to date, unit case volume and gallon shipments both grew 7 percent in the first quarter. UnitLatin America Group. -12- RESULTS OF OPERATIONS (CONTINUED) Second quarter unit case volume in the Africa Group declined 4 percent inwas even with the first quarter, impacted byprior year due to a difficult economic environment throughout the region and social unrest in certainseveral key markets. Gallon shipments in the Africa Group for the quarter increased 5 percent. Unit case volume decreased 161 percent and gallon shipments declined 7 percent in the Africa Group for the first quarter due to inventory depletion atsix months of the bottler level. -12- RESULTS OF OPERATIONS (CONTINUED)year. Unit case volume in the Pacific Group grew 107 percent in the firstsecond quarter, leddriven by increases of 29a 25 percent increase in China 13and a 15 percent increase in Australia and 11 percent in the Philippines. First quarter unitThailand. Unit case volume roseincreased 1 percent in Japan, impacted by a difficult economic environment. Gallon shipments of concentrates and syrups in the Pacific Group increased 7comparison to a 10 percent in the first quarter. In the European Community Group, first quarter unit case volume grew 2 percent. Increases of 7 percent in Spain, 4 percent in France and 2 percent in Germany were partially offset by a 3 percent decline in Great Britain, which faced a tough comparison due to 11 percent growthincrease in the prior year. Gallon shipments in the Pacific Group increased 11 percent in the second quarter. For the first six months of the year, unit case volume grew 8 percent and gallon shipments increased 9 percent in the Pacific Group. In the European Community Group, declined 3unit case volume in the second quarter was even with the prior year. Unit case volume grew 7 percent in Spain, offset by unit case volume declines of 4 percent in Germany and Italy due to tough economic conditions. Gallon shipments in the first quarter.European Community Group were even in the second quarter versus the prior year. For the year to date in the European Community Group, unit case volume increased 1 percent and gallon shipments declined 1 percent. FOODS: At Coca-Cola Foods, operating income advanced strongly versus the prior year. Unitunit volume increased 32 percent in the second quarter, impacted by a difficult comparison to a 3915 percent increase in the firstsecond quarter of 1993. DuringUnit volume grew 3 percent for the quarter, Coca-Cola Foods completedfirst six months of the national rollout of Minute Maid Naturals, a line of shelf-stable multi-serve juices and juice drinks.year. NET OPERATING REVENUES AND GROSS MARGIN Net operating revenues grew 10 percent in the second quarter and the first quartersix months of 1994 while gross profit grew 7 percent. Net revenue growth wasincreased 11 percent, primarily due primarily to increased soft drink gallon shipments, selected price increases and continued expansion of the Company's bottling and canning operations. The Company's gross margin was 62 percent in the second quarter of 1994 and 1993. The Company's gross margin decreased to 62 percent in the first six months of 1994 as compared to 63 percent in the first quarter of 1994 as compared to 64 percent in the first quartersix months of 1993. The decrease in gross margin for the first six months of 1994 was due primarily to re-entry into the South African market, a change in product mix for certain international locations and higher sweetener costs. SELLING, ADMINISTRATIVE AND GENERAL EXPENSES Selling expenses were $1,050 million$1.3 billion in the firstsecond quarter of 1994, compared to $965 million$1.2 billion in the firstsecond quarter of 1993. For the first six months of the year, selling expenses were $2.4 billion, 10 percent greater than the same period in 1993. The increase was primarily due to higher marketing investments in support of the Company's volume growth. -13- RESULTS OF OPERATIONS (CONTINUED) Administrative and general expenses were $288$296 million in the firstsecond quarter, a 102 percent decrease from the firstsecond quarter of 1993. ThisFor the first six months of 1994, administrative and general expenses were $582 million, a 7 percent decrease wasfrom the comparable period of the prior year. The decreases on a quarterly and year to date basis were due primarily to a reduction in the costs of stock-related employee benefits and increased efficiencies in the Company's domestic and corporateworldwide operations. -13- RESULTS OF OPERATIONS (CONTINUED) OPERATING INCOME AND OPERATING MARGIN Operating income infor the firstsecond quarter of 1994 increased to $772 million,$1.1 billion, a 1412 percent increase over the firstsecond quarter of 1993. TheFor the first six months of 1994, operating income increased 13 percent, to $1.8 billion. The operating margin benefitedfor the first six months of 1994 increased to 23.9 percent from 23.5 percent in the comparable period in 1993, due primarily to the benefit derived from reductions in administrative and general expenses. INTEREST INCOME AND INTEREST EXPENSE Interest income increased in the second quarter and for the first quartersix months of 1994 was even withrelative to the first quarter of 1993. Interest expense decreased 7 percentcomparable periods in the first quarter1993, due primarily to a reductionrising interest rates and higher average outstanding cash equivalents and marketable securities balances. Interest expense increased in the second quarter and for the first six months of 1994 relative to the comparable periods in 1993, due primarily to rising interest rates and higher average outstanding balance of short-term commercial paper borrowings.borrowings in 1994. EQUITY INCOME Equity income decreased $22for the second quarter totaled $57 million, compared to $39 million in the second quarter of 1993. The increase was due primarily to increased earnings from Coca-Cola Enterprises and Coca-Cola & Schweppes Beverages. For the first quartersix months of 1994 equity income totaled $64 million, compared to $68 million for the same period in 1993. The decrease was due primarily to lower earnings from Coca-Cola Amatil Limited partially offset by increased earnings from Coca-Cola Enterprises and The Coca-Cola Bottling Company of New York, Inc.& Schweppes Beverages. INCOME TAXES The Company's effective tax rate increased from 30.8 percent induring the firstsecond quarter of 19931994, when compared to the second quarter of the prior year, increased to 31.5 percent in the first quarter of 1994.from 30.8 percent. The increase reflects the impact of the increase in the Corporate tax rate due to the change in the U.S. tax law and a reduction in the Company's favorable U.S. tax treatment from manufacturing facilities in Puerto Rico. TRANSITION EFFECT OF CHANGE IN ACCOUNTING PRINCIPLE As mentioned in Note A, the Company retroactively adopted SFAS 112, Employers' Accounting for Postemployment Benefits, as of January 1, 1993. SFAS 112 requires employers to accrue the costs of benefits to former or inactive employees after employment, but before retirement. In the first quarter of 1993 the Company recorded an accumulated obligation of $12 million, which is net of deferred taxes of $8 million. -14- RESULTS OF OPERATIONS (CONTINUED) NET INCOME Net income per share increased at a slightly higher rate than net income due to the Company's share repurchase program. FINANCIAL CONDITION NET CASH FLOW PROVIDED BY OPERATIONS AFTER REINVESTMENT In the first quartersix months of 1994, net cash flow after reinvestment was $78totaled $705 million, a decrease of $36 million from29 percent increase over the comparable period in 1993. Net cash provided by operating activities increased significantly in 1994 due primarily to higher net income.income and increased dividends from equity method investments. Reinvestment in the form of property, plant and equipment, the primary use of cash for investing activities, was $185$364 million for the first threesix months of 1994. The increase in trade accounts receivable, prepaid expenses, accounts payable and accrued expenses was due primarily to seasonal factors in the soft drink business. The increase in current marketable securities and other assets is due in part to the Company's adoption of SFAS 115 and additional investments in securities purchased in accordance with the negotiated tax exemption grant for the Company's manufacturing facilities in Puerto Rico and the Company's adoption of SFAS 115. -14- FINANCIAL CONDITION (CONTINUED)Rico. FINANCING Financing activities primarily represent the Company's net borrowing activities, dividend payments and share repurchases. Cash used in financing activities totaled $119$499 million and $286for the first six months of 1994, a 12 percent decrease from the comparable period of the prior year. Net borrowings were $332 million in the first quarterssix months of 1994, and 1993, respectively. The change between quarters was due primarilycompared to a reduction$169 million in payments of debt during the first quartersix months of 1994.1993. Net borrowings for the first quarter of 1994 were used primarily to finance acceleratedshare repurchases. Cash used for share repurchases and investment activity.decreased to $402 million, compared to $436 million in the comparable period in 1993. Cash dividends increased due to the increase in dividends per share to $.39 per share for the first six months of 1994, compared to $.34 per share for the comparable period in 1993. EXCHANGE International operations are subject to certain opportunities and risks, including currency fluctuations and governmental actions. The Company closely monitors its methods of operating in each country and adopts appropriate strategies responsive to each environment. On a weighted average basis, the U.S. dollar was approximately 1 percent stronger induring the first quartersix months of 1994 versus key hard currencies for the comparable period of the prior year. -15- Part II. Other Information Item 4. Submissions of Matters to a Vote of Security Holders The Annual Meeting of Share Owners was held on Wednesday, April 20, 1994, in Wilmington, Delaware, at which several matters were submitted to a vote of the share owners: (a) Votes cast for or withheld regarding the re-election of four Directors for a term expiring in 1997 were as follows: FOR WITHHELD ------------- --------- Ronald W. Allen 1,127,983,805 6,205,184 Donald F. McHenry 1,127,600,466 6,588,523 Paul F. Oreffice 1,127,898,497 6,290,492 James B. Williams 1,127,995,953 6,193,036 Additional Directors, whose terms of office as Directors continued after the meeting, are as follows: Term expiring in 1995 Term expiring in 1996 --------------------- --------------------- Herbert A. Allen Cathleen P. Black Charles W. Duncan, Jr. Warren E. Buffett Roberto C. Goizueta Susan B. King James D. Robinson, III William B. Turner Peter V. Ueberroth (b) Votes cast for or against and the number of abstentions regarding each other matter voted upon at the meeting were as follows:
BROKER DESCRIPTION OF MATTER FOR AGAINST ABSTAIN NON-VOTES ------------- ---------- --------- --------- Proposal to approve the Long Term Performance Incentive Plan of The Coca-Cola Company, as amended 1,057,806,554 66,978,796 9,403,639 0 Proposal to approve the Executive Performance Incentive Plan of The Coca-Cola Company 1,047,640,495 75,738,027 10,810,467 0 Ratification of the appointment of Ernst & Young as independent auditors of the Company to serve for the 1994 fiscal year 1,128,048,474 2,681,586 3,458,929 0
-16- Item 6. Exhibits and Reports on Form 8-K (a) Exhibits: 103 - Letter Agreement Dated May 3, 1994, BetweenBylaws of the Company and Mr. Sergio S. ZymanRegistrant As in Effect Since April 15, 1993 12 - Computation of Ratios of Earnings to Fixed Charges (b) Reports on Form 8-K: ANo report on Form 8-K washas been filed on January 27, 1994,during the quarter for which included restated condensed consolidated financial statements (unaudited) of The Coca-Cola Company and subsidiaries (i) for the three months ended March 31, 1993, (ii) for the three and six months ended June 30, 1993, and (iii) for the three and nine months ended September 30, 1993. Such financial statements were restated to reflect the retroactive adoption by The Coca-Cola Company of Statement of Financial Accounting Standards No. 112, Employers' Accounting for Postemployment Benefits, as of January 1, 1993.this report is filed. -17--16- SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. THE COCA-COLA COMPANY (REGISTRANT) Date: May 6,August 10, 1994 By: /s/ James E. Chestnut ------------------------------------- James E. ChestnutGary P. Fayard -------------------------- Gary P. Fayard Vice President and Controller (On behalf of the Registrant and as Chief Accounting Officer) -18- EXHIBIT INDEX Exhibit Number and Description 103 - Letter Agreement Dated May 3, 1994, BetweenBylaws of the Company and Mr. Sergio S. ZymanRegistrant As in Effect Since April 15, 1993 12 - Computation of Ratios of Earnings to Fixed Charges