UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended October 2, 1994 Commission File Number 0-9286 COCA-COLA BOTTLING CO. CONSOLIDATED (Exact name of registrant as specified in its charter) Delaware 56-0950585 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification Number) 1900 Rexford Road, Charlotte, North Carolina 282ll (Address of principal executive offices) (Zip Code) (704) 551-4400 (Registrant's telephone number, including area code) 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 (or for such shorter period that the registrant was required to file such reports), 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 issuer's classes of common stock, as of the latest practicable date. Class Outstanding at November 4, 1994 Common Stock, $1 Par Value 7,958,059 Class B Common Stock, $1 Par Value 1,336,362 PART I - FINANCIAL INFORMATION Item l. Financial Statements. Coca-Cola Bottling Co. Consolidated CONSOLIDATED BALANCE SHEETS (UNAUDITED) In Thousands of Dollars Oct. 2, Jan. 2, Oct. 3, 1994 1994 1993 ASSETS Current Assets: Cash $ 2,200 $ 1,262 $ 1,562 Accounts receivable, trade, less allowance for doubtful accounts of $419, $425 and $634 7,522 4,960 5,257 Accounts receivable from The Coca-Cola Company 5,991 6,698 2,842 Due from Piedmont Coca-Cola Bottling Partnership 1,907 2,454 2,268 Accounts receivable, other 6,583 10,758 12,952 Inventories 30,320 27,533 30,592 Prepaid expenses and other current assets 8,321 4,734 5,159 Total current assets 62,844 58,399 60,632 Property, plant and equipment, at cost 317,030 297,561 292,273 Less - accumulated depreciation and amortization 138,022 134,546 131,876 Property, plant and equipment, net 179,008 163,015 160,397 Investment in Piedmont Coca-Cola Bottling Partnership 68,801 68,400 70,343 Other assets 19,317 18,700 19,865 Identifiable intangible assets, less accumulated amortization of $73,200, $65,803 and $63,398 260,318 267,715 279,134 Excess of cost over fair value of net assets of businesses acquired, less accumulated amortization of $21,117, $19,399 and $18,826 70,502 72,220 72,793 Total $660,790 $648,449 $663,164 See Accompanying Notes to Consolidated Financial Statements LIABILITIES AND SHAREHOLDERS' EQUITY Oct. 2, Jan. 2, Oct. 3, 1994 1994 1993 Current Liabilities: Portion of long-term debt payable within one year $ 376 $ 711 $ 1,133 Accounts payable and accrued liabilities 54,948 69,232 62,027 Accounts payable to The Coca-Cola Company 1,993 1,876 4,494 Accrued interest payable 5,593 10,108 4,680 Total current liabilities 62,910 81,927 72,334 Deferred income taxes 88,302 80,065 89,044 Other liabilities 21,630 22,470 21,765 Senior long-term debt 454,392 434,358 444,587 Total liabilities 627,234 618,820 627,730 Shareholders' Equity: Convertible Preferred Stock, $100 par value: Authorized-50,000 shares; Issued-None Nonconvertible Preferred Stock, $100 par value: Authorized-50,000 shares; Issued-None Preferred Stock, $.01 par value: Authorized-20,000,000 shares; Issued-None Common Stock, $1 par value: Authorized-30,000,000 shares; Issued-10,090,859 shares 10,090 10,090 10,090 Class B Common Stock, $1 par value: Authorized-10,000,000 shares; Issued-1,964,476 shares 1,965 1,965 1,965 Class C Common Stock, $1 par value: Authorized-20,000,000 shares; Issued-None Capital in excess of par value 132,351 139,322 141,246 Accumulated deficit (87,590) (98,488) (100,221) Minimum pension liability adjustment (5,614) (5,614) 51,202 47,275 53,080 Less-Treasury stock, at cost: Common-2,132,800 shares 17,237 17,237 17,237 Class B Common-628,114 shares 409 409 409 Total shareholders' equity 33,556 29,629 35,434 Total $660,790 $648,449 $663,164 See Accompanying Notes to Consolidated Financial Statements Coca-Cola Bottling Co. Consolidated CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED) In Thousands (Except Per Share Data) Third Quarter Nine Months 1994 1993 1994 1993 Net sales (includes sales to Piedmont of $23,121, $23,886, $67,932 and $23,886) $ 188,418 $ 182,149 $ 552,927 $ 530,922 Cost of products sold, excluding depreciation shown below (includes $19,679, $20,953, $59,785 and $20,953 related to sales to Piedmont) 112,554 108,758 328,979 302,054 Gross margin 75,864 73,391 223,948 228,868 Selling expenses 37,524 34,508 111,473 111,869 General and administrative expenses 13,565 13,499 39,732 39,927 Depreciation expense 5,895 5,755 17,659 17,403 Amortization of goodwill and intangibles 3,081 3,144 9,235 11,766 Income from operations 15,799 16,485 45,849 47,903 Interest expense 7,999 7,292 23,358 23,795 Other income (expense), net 761 (686) 474 (2,386) Income before income taxes and effect of accounting change 8,561 8,507 22,965 21,722 Federal and state income taxes 3,662 2,791 9,856 8,622 Income before effect of accounting change 4,899 5,716 13,109 13,100 Effect of accounting change (2,211) Net income $ 4,899 $ 5,716 $ 10,898 $ 13,100 Income per share: Income before effect of accounting change $ .53 $ .62 $ 1.41 $ 1.42 Effect of accounting change (.24) Net income $ .53 $ .62 $ 1.17 $ 1.42 Cash dividends per share: Common Stock $ .25 $ .22 $ .75 $ .66 Class B Common Stock .25 .13 .75 .39 Weighted average number of Common and Class B Common shares outstanding 9,294 9,294 9,294 9,245 See Accompanying Notes to Consolidated Financial Statements Coca-Cola Bottling Co. Consolidated CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY (UNAUDITED) In Thousands of Dollars Capital Minimum Class B in Pension Common Common Excess of Accumulated Liability Treasury Stock Stock Par Value Deficit Adjustment Stock Balance on January 3, 1993 $ 9,977 $ 1,965 $ 144,831 $ (113,321) $ 17,646 Net income 13,100 Cash dividends declared: Common (5,741) Issuance of Common Stock 113 2,156 Balance on October 3, 1993 $10,090 $ 1,965 $ 141,246 $ (100,221) $ 17,646 Balance on January 2, 1994 $10,090 $ 1,965 $ l39,322 $ (98,488) $ (5,614) $ 17,646 Net income 10,898 Cash dividends declared: Common (6,971) Balance on October 2, 1994 $10,090 $ 1,965 $ 132,351 $ (87,590) $ (5,614) $ 17,646 See Accompanying Notes to Consolidated Financial Statements Coca-Cola Bottling Co. Consolidated CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) In Thousands of Dollars Nine Months 1994 1993 Cash Flows from Operating Activities Net income $ 10,898 $ 13,100 Adjustments to reconcile net income to net cash provided by operating activities: Effect of accounting change 2,211 Depreciation expense 17,659 17,403 Amortization of goodwill and intangibles 9,235 11,766 Deferred income taxes 9,856 8,602 (Gains) losses on sale of property, plant and equipment (1,432) 1,334 Amortization of debt costs 341 400 Undistributed earnings of Piedmont Coca-Cola Bottling Partnership (401) (343) Increase in current assets less current liabilities (26,004) (12,128) Decrease (increase) in other noncurrent assets (710) 264 Decrease in other noncurrent liabilities (301) (618) Other 490 (80) Total adjustments 10,944 26,600 Net cash provided by operating activities 21,842 39,700 Cash Flows from Financing Activities Proceeds from the issuance of long-term debt 21,246 Repayments of long-term debt (1,213) (110,540) Issuance of Common Stock 2,269 Cash dividends paid (6,971) (5,741) Other (1,260) (1,584) Net cash provided by (used in) financing activities 11,802 (115,596) Cash Flows from Investing Activities Additions to property, plant and equipment (36,748) (19,068) Proceeds from the sale of property, plant and equipment 4,042 611 Acquisition of companies, net of cash acquired (1,572) Net proceeds from sale and contribution of assets to Piedmont Coca-Cola Bottling Partnership 96,073 Net cash provided by (used in) investing activities (32,706) 76,044 Net increase in cash 938 148 Cash at beginning of period 1,262 1,414 Cash at end of period $ 2,200 $ 1,562 See Accompanying Notes to Consolidated Financial Statements Coca-Cola Bottling Co. Consolidated Notes to Consolidated Financial Statements (Unaudited) 1. Accounting Policies The consolidated financial statements include the accounts of Coca-Cola Bottling Co. Consolidated and its wholly owned subsidiaries ("the Company"). All significant intercompany accounts and transactions have been eliminated. The information contained in the financial statements is unaudited. The statements reflect all adjustments which, in the opinion of management, are necessary for a fair statement of the results for the interim periods presented. Except for the accounting change discussed in Note 2, all such adjustments are of a normal, recurring nature. The accounting policies followed in the presentation of interim financial results are the same as those followed on an annual basis. These policies are presented in Note 1 to the consolidated financial statements included in the Company's Annual Report on Form 10-K for the year ended January 2, 1994 filed with the Securities and Exchange Commission. Certain prior year amounts have been reclassified to conform to current year classifications. 2. Accounting Change In November 1992, the Financial Accounting Standards Board issued Statement of Financial Accounting Standards No. 112, "Employers' Accounting for Postemployment Benefits" ("SFAS 112"). SFAS 112 requires the accrual, during the years that employees render service, of the expected cost of providing postemployment benefits if certain criteria are met. The Company adopted the provisions of SFAS 112 in the first quarter of 1994, effective January 3, 1994. As a result, the Company recorded a one-time, after-tax charge of $2.2 million. This charge appears within the caption "Effect of accounting change." Coca-Cola Bottling Co. Consolidated Notes to Consolidated Financial Statements (Unaudited) 3. Summarized Income Statement Data of Piedmont Coca-Cola Bottling Partnership On July 2, 1993, the Company and The Coca-Cola Company formed Piedmont Coca-Cola Bottling Partnership ("Piedmont") to distribute and market soft drink products primarily in portions of North Carolina and South Carolina. The Company and The Coca-Cola Company, through their respective subsidiaries, each beneficially own a 50% interest in Piedmont. The Company provides a majority of the soft drink products to Piedmont and receives a fee for managing the business of Piedmont pursuant to a management agreement. Summarized income statement data for Piedmont is as follows: Third Quarter Nine Months In Thousands 1994 1993 1994 1993 Net sales $51,837 $50,427 $149,470 $50,427 Gross margin 22,534 21,619 64,313 21,619 Income from operations 2,576 2,579 6,397 2,579 Net income 1,612 686 802 686 4. Inventories Inventories are summarized as follows: Oct. 2, Jan. 2, Oct. 3, In Thousands 1994 1994 1993 Finished products $18,272 $16,622 $19,546 Manufacturing materials 10,444 9,498 10,173 Used bottles and cases 1,604 1,413 873 Total inventories $30,320 $27,533 $30,592 Coca-Cola Bottling Co. Consolidated Notes to Consolidated Financial Statements (Unaudited) 5. Long-Term Debt Long-term debt is summarized as follows: Fixed(F) or Interest Variable Interest Oct. 2, Jan. 2, Oct. 3, In Thousands Maturity Rate (V) Rate Paid 1994 1994 1993 Lines of Credit 1997 4.98% - V Varies $114,601 $ 18,335 $ 18,420 5.55% Commercial Paper 9,987 Term Loan Agreement 75,000 75,000 Term Loan Agreement 2000 5.75% V Semi- 60,000 60,000 60,000 annually Term Loan Agreement 2001 5.69% V Semi- 60,000 60,000 60,000 annually Medium-Term Notes 1998 5.61% V Quarterly 10,000 10,000 10,000 Medium-Term Notes 1999 7.99% F Semi- 66,500 66,500 66,500 annually Medium-Term Notes 2000 10.05% F Semi- 57,000 57,000 57,000 annually Medium-Term Notes 2002 8.56% F Semi- 66,500 66,500 66,500 annually Notes acquired in Sunbelt acquisition 2001 8.00% F Quarterly 5,421 5,442 5,441 Capital leases and other notes payable 1994 - 6.85% - F Varies 14,746 16,292 16,872 2001 12.00% 454,768 435,069 445,720 Less: Portion of long-term debt payable within one year 376 711 1,133 Senior long-term debt $454,392 $434,358 $444,587 Coca-Cola Bottling Co. Consolidated Notes to Consolidated Financial Statements (Unaudited) 5. Long-Term Debt (cont.) As of October 2, 1994, the Company was in compliance with all of the covenants of its various borrowing agreements. It is the Company's intent to renew its lines of credit, commercial paper borrowings and borrowings under the revolving credit facility as they mature. To the extent that these borrowings do not exceed the amount available under the Company's $170 million revolving credit facility, they are classified as noncurrent liabilities. A $100 million commercial paper program was established in January 1990 with funds to be used for general corporate purposes. There were no balances outstanding under this program on October 2, 1994 or January 2, 1994. On October 3, 1993, approximately $10.0 million was outstanding under the commercial paper program. In June 1992, the Company entered into a three- year arrangement under which it has the right to sell an undivided interest in a designated pool of trade accounts receivable for up to a maximum of $40 million. The Company had sold trade receivables of $35 million, $33 million and $34.5 million as of October 2, 1994, January 2, 1994 and October 3, 1993, respectively. 6. Financial Instruments with Off-Balance-Sheet Risk The Company uses interest rate hedging products to cost effectively modify risk from interest rate fluctuations in its underlying debt. The Company alters its fixed/floating interest rate mix based upon anticipated operating cash flows of the Company relative to its debt level and the Company's ability to absorb increases in interest rates. The Company has entered into interest rate hedging transactions that resulted in weighted average interest rates for the debt portfolio of approximately 6.6%, 6.7% and 6.1% as of October 2, 1994, January 2, 1994 and October 3, 1993, respectively. Including the effect of hedging activities, approximately 55%, 43% and 44% of the total debt portfolio was subject to changes in short-term interest rates as of October 2, 1994, January 2, 1994 and October 3, 1993, respectively. Coca-Cola Bottling Co. Consolidated Notes to Consolidated Financial Statements (Unaudited) 6. Financial Instruments with Off-Balance-Sheet Risk (cont.) Off-balance-sheet financial instruments were as follows: October 2, 1994 January 2, 1994 October 3, 1993 Remaining Remaining Remaining In Thousands Amount Term Amount Term Amount Term Interest swaps- floating $221,600 6-9 years $221,600 7-10 years $221,600 7-10 years Interest swaps- fixed 215,000 1-9 years 368,000 1-10 years 308,000 1-10 years Interest caps 110,000 1 year 110,000 1.5 years 110,000 2 years Financial guarantees 26,861 7-10 years 13,094 7 years 16,961 8 years 7. Income Taxes Reported income tax expense differs from the amount computed at the statutory rate due to amortization of nondeductible goodwill, state income taxes, nondeductible premiums on officers' life insurance and other nondeductible expenses. Coca-Cola Bottling Co. Consolidated Notes to Consolidated Financial Statements (Unaudited) 8. Supplemental Disclosures of Cash Flow Information Changes in current assets and current liabilities affecting cash, net of effects from acquisitions and divestitures and effect of accounting change, are as follows: Nine Months In Thousands 1994 1993 Accounts receivable, trade, net $ (2,562) $ (9,616) Due from Piedmont 547 (2,268) Accounts receivable, other 4,882 (1,862) Inventories (2,787) (5,999) Prepaid expenses and other current assets (3,587) (2,113) Portion of long-term debt payable within one year (335) (370) Accounts payable and accrued liabilities (17,647) 16,462 Accrued interest payable (4,515) (6,362) Increase $(26,004) $(12,128) Cash payments during the period were as follows: Nine Months In Thousands 1994 1993 Interest $ 27,533 $ 29,757 Income taxes 55 1,252 Noncash items related to the formation of Piedmont on July 2, 1993 were as follows: In Thousands Assets contributed to Piedmont $48,254 Assumption of Company liabilities by Piedmont 4,800 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations Introduction: The following discussion presents management's analysis of the results of operations for the first nine months of 1994 compared to the first nine months of 1993 and changes in financial condition from October 3, 1993 and January 2, 1994 to October 2, 1994. On July 2, 1993, the Company and The Coca-Cola Company formed Piedmont Coca-Cola Bottling Partnership ("Piedmont") to distribute and market soft drink products primarily in certain portions of North Carolina and South Carolina. The Company provides a majority of the soft drink products to Piedmont and receives a fee for managing the business of Piedmont pursuant to a management agreement. The Company sold or contributed to Piedmont its territories located in South Carolina, as well as certain territories located in North Carolina. Assets were sold or contributed at their approximate carrying values. Proceeds from the sale of territories to Piedmont, net of the Company's cash contribution, totaled approximately $96 million and were used to reduce the Company's long-term debt. The Company is accounting for its investment in Piedmont using the equity method of accounting. The Company filed a registration statement with the Securities and Exchange Commission on July 20, 1994 (which became effective October 12, 1994) pursuant to which the Company may offer from time to time debt or equity securities in an aggregate amount of $400 million. Upon any future commencement of an offering, any net proceeds from sales of the securities would be used for general corporate purposes, including repayment of debt, future acquisitions, capital expenditures or working capital. There are no current plans with respect to any specific significant acquisition or use of proceeds. The Company reported net income of $4.9 million or $.53 per share for the third quarter of 1994 compared with $5.7 million or $.62 per share for the same period in 1993. For the first nine months of 1994, the Company reported net income of $10.9 million or $1.17 per share compared to $13.1 million or $1.42 per share in the first nine months of 1993. A one-time, after-tax noncash charge of $2.2 million or $.24 per share was recorded in the first quarter of 1994 due to the adoption of Statement of Financial Accounting Standards No. 112, "Employers' Accounting for Postemployment Benefits" ("SFAS 112"). The Company does not expect any significant impact on the results of future operations due to the adoption of this accounting standard. The results for interim periods are not necessarily indicative of the results to be expected for the year due to seasonal factors. Result of Operations: For the third quarter of 1994, net sales increased approximately 3.5% over the 1993 period. Case volume increased by slightly more than 1% and average selling prices were slightly higher. The volume growth was slower in the third quarter of 1994 than in the first half of 1994, reflecting milder temperatures in July and August within the franchise territories. Net sales for the first nine months of 1994 increased 4.1% over the same period of 1993; however, results of operations for the nine-month periods are not directly comparable due to the formation of Piedmont on July 2, 1993. Excluding the results of the branches sold or contributed to Piedmont from 1993 results, franchise net sales increased by 5.5% for the first nine months of 1994. This increase in franchise net sales was primarily due to increased volume. The introduction of certain New Age beverages, such as Nestea and PowerAde, contributed approximately 1.4% of the increase in franchise sales in the first nine months of 1994. Average net selling prices were slightly higher than those of the 1993 periods, sustaining the increases realized in 1993 versus 1992. Sales to other bottlers increased for the first nine months of 1994 over the same period in 1993 primarily due to the sale of finished products to Piedmont. Soft drink products are sold to Piedmont at cost. When the results for the first nine months are adjusted to reflect comparable territories, gross margin increased 4.3%. Cost of goods sold as a percentage of net sales was slightly higher as increases in the costs of ingredients were partially offset by lower packaging costs. Packaging costs are expected to increase significantly at the end of the fourth quarter of 1994 and during the first quarter of 1995 as a result of increases in the cost of PET and aluminum. The Company expects to increase selling prices to cover the expected increased cost of raw materials. Excluding the results of the branches sold or contributed to Piedmont from 1993 results, selling expenses increased from approximately 23.3% of net sales in the first nine months of 1993 to approximately 24.7% of net sales in the first nine months of 1994. Higher employment costs resulted from normal wage rate adjustments and planned increases in certain sales and operations functions to improve customer service and reduce turnover. Also, the sales and operations functions increased as a result of increased volume in the first half of 1994. Expenses associated with the introduction of New Age beverages also increased 1994 selling expenses. General and administrative expenses as a percentage of net sales for the comparable franchise territories were slightly lower than for the 1993 periods. Amortization of goodwill and intangibles declined 21.5% for the first nine months of 1994, reflecting the sale and contribution of franchise territories to Piedmont. Interest expense increased almost 10% from the third quarter of 1993 to the third quarter of 1994 but was slightly lower for the first nine months of 1994 versus the comparable period in 1993. The third quarter increase was due to higher short- term interest rates. Interest expense had been lower during the first half of 1994 due primarily to the decrease of more than $100 million in outstanding debt during the third quarter of 1993. Proceeds from the sale of territories to Piedmont, net of the Company's cash contribution, were used to reduce the Company's long-term debt. The change in "other income (expense), net" for the first nine months of 1994 was due primarily to a third quarter 1994 gain on the sale of one of the Company's aircraft and a first quarter 1994 gain on the sale of an idle production facility. This facility was acquired in the 1991 Sunbelt acquisition and was closed in April 1992. For the first nine months of 1994, gains of approximately $1.4 million on sales of property, plant and equipment were included in "other income (expense), net." Losses of approximately $1.3 million on sales of property, plant and equipment were included in "other income (expense), net" for the first nine months of 1993. The estimated annual effective tax rate for federal and state income taxes was 43% for both the third quarter and the first nine months of 1994. The difference between the effective rate and the statutory rate was due primarily to amortization of nondeductible goodwill, state income taxes, nondeductible premiums on officers' life insurance and other nondeductible expenses. Changes in Financial Condition: Working capital increased $23.5 million from January 2, 1994 and $11.6 million from October 3, 1993 to October 2, 1994. These increases resulted principally from increases in trade accounts receivable and decreases in accounts payable. Inventory balances increased from January 2, 1994 in order to support Piedmont's inventory requirements. The increase in trade accounts receivable resulted primarily from increases in net sales. Capital expenditures in 1994 will be higher than in 1993. The Company is purchasing rather than leasing new vehicles and is making certain manufacturing improvements needed to produce new packages. Expenditures for capital additions in 1995 are expected to be lower than in 1994. The Company uses interest rate hedging products to cost effectively modify risk from interest rate fluctuations in its underlying debt. The Company alters its fixed/floating interest rate mix based upon anticipated operating cash flows of the Company relative to its debt level and the Company's ability to absorb increases in interest rates. As of October 2, 1994, the debt portfolio had a weighted average interest rate of approximately 6.6% and approximately 55% of the total portfolio was subject to changes in short-term interest rates. As a result of increases in short-term interest rates, the Company expects that interest expense in the remainder of 1994 will increase versus the fourth quarter of 1993. Long-term debt increased $20.0 million from January 2, 1994 due primarily to the increase in working capital. As of October 2, 1994, the Company was in compliance with all of the covenants of its various borrowing agreements. It is the Company's intent to renew any borrowings under its $170 million revolving credit facility and the informal lines of credit as they mature. To the extent that any borrowings under the revolving credit facility, the informal lines of credit and commercial paper program do not exceed the amount available under the Company's $170 million revolving credit facility, they are classified as noncurrent liabilities. As of October 2, 1994, the Company had no balances outstanding under the revolving credit facility or the commercial paper program and had $114.6 million outstanding under the informal lines of credit. The Company had sold trade accounts receivable of $35 million as of October 2, 1994 compared to $33 million and $34.5 million on January 2, 1994 and October 3, 1993, respectively. In February 1994, the Board of Directors approved an increase in the dividend for the first quarter of 1994. Quarterly dividends were increased to $.25 per share on both the Common and Class B Common shares outstanding. This dividend rate has been maintained during 1994. Annual dividend payments will total approximately $9.3 million in 1994. Management believes that the Company, through the generation of cash flow from operations and the utilization of unused borrowing capacity, has sufficient financial resources available to maintain its current operations and provide for its current capital expenditure requirements. The Company considers the acquisition of additional franchise territories on an ongoing basis. PART II - OTHER INFORMATION Item 6. Exhibits and Reports on Form 8-K (a) Exhibits Exhibit Number Description 10.1 Agreement, dated as of December 23, 1993, between the Company and Western Container Corporation covering purchase of PET bottles. 10.2 Lease Funding No. 94007, dated as of August 12, 1994, of a Master Equipment Lease between the Company and Coca-Cola Financial Corporation covering various vending machines. 10.3 Lease Funding No. 94008, dated as of September 7, 1994, of a Master Equipment Lease between the Company and Coca-Cola Financial Corporation covering various vending machines. 10.4 Lease Funding No. 94009, dated as of October 10, 1994, of a Master Equipment Lease between the Company and Coca-Cola Financial Corporation covering various vending machines. 10.5 Lease Funding No. 94010, dated as of October 26, 1994, of a Master Equipment Lease between the Company and Coca-Cola Financial Corporation covering various vending machines. 27 Financial data schedule for period ended October 2, 1994. (b) Reports on Form 8-K None. SIGNATURES 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. COCA-COLA BOTTLING CO. CONSOLIDATED (REGISTRANT) Date: November 14, 1994 By: /s/ David V. Singer David V. Singer Principal Financial Officer of the Registrant and Vice President - Chief Financial Officer