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KO > SEC Filings for KO > Form 10-Q on 29-Oct-2009All Recent SEC Filings

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Form 10-Q for COCA COLA CO


29-Oct-2009

Quarterly Report


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

When used in this report, the terms "Company," "we," "us" or "our" mean The Coca-Cola Company and all entities included in our consolidated financial statements.

CRITICAL ACCOUNTING POLICIES AND ESTIMATES

Recoverability of Current and Noncurrent Assets

Our Company faces many uncertainties and risks related to various economic, political and regulatory environments in the countries in which we operate, particularly in developing and emerging markets. Refer to the heading "Item 1A. Risk Factors" in Part I and "Our Business - Challenges and Risks" in Part II of our Annual Report on Form 10-K for the year ended December 31, 2008. As a result, management must make numerous assumptions which involve a significant amount of judgment when completing recoverability and impairment tests of noncurrent assets in various regions around the world.

We perform recoverability and impairment tests of noncurrent assets in accordance with accounting principles generally accepted in the United States. For certain assets, recoverability and/or impairment tests are required only when conditions exist that indicate the carrying value may not be recoverable. For other assets, impairment tests are required at least annually, or more frequently, if events or circumstances indicate that an asset may be impaired.

The Company has identified impairment indicators related to certain intangible assets and equity method investments in the Philippines, Russia, Turkey and Venezuela. The Company completed impairment reviews of these assets to determine if the fair value exceeded the current carrying value. Based on these reviews, the Company has determined that the fair value of these assets exceeded the carrying value as of October 2, 2009. The total carrying value of the assets subject to these impairment reviews was approximately $940 million. The Company will continue to monitor the recoverability of these assets and investments in future periods.

Investments in Equity and Debt Securities

Investments classified as trading securities are not assessed for impairment, since they are carried at fair value with the change in fair value included in consolidated net income. We review our investments in equity and debt securities that are accounted for using the equity method or cost method or that are classified as available-for-sale or held-to-maturity each reporting period to determine whether a significant event or change in circumstances has occurred that may have an adverse effect on the fair value of each investment. When such events or changes occur, we evaluate the fair value compared to our cost basis in the investment. We also perform this evaluation every reporting period for each investment for which our cost basis has exceeded the fair value in the prior period. The fair values of most of our Company's investments in publicly traded companies are often readily available based on quoted market prices. For investments in nonpublicly traded companies, management's assessment of fair value is based on valuation methodologies including discounted cash flows, estimates of sales proceeds and appraisals, as appropriate. We consider the assumptions that we believe hypothetical marketplace participants would use in evaluating estimated future cash flows when employing the discounted cash flow or estimates of sales proceeds valuation methodologies. The ability to accurately predict future cash flows, especially in developing and emerging markets, may impact the determination of fair value.

In the event the fair value of an investment declines below our cost basis, management is required to determine if the decline in fair value is other than temporary. If management determines the decline is other than temporary, an impairment charge is recorded. Management's assessment as to the nature of a decline in fair value is based on, among other things, the length of time and the extent to which the


market value has been less than our cost basis; the financial condition and near-term prospects of the issuer; and our intent and ability to retain the investment in the issuer for a period of time sufficient to allow for any anticipated recovery in market value.

The following table presents the difference between calculated fair values, based on quoted closing prices of publicly traded shares, and our Company's cost basis in publicly traded bottlers accounted for as equity method investments (in millions):

                                       Fair             Carrying
October 2, 2009                       Value                Value             Difference

Coca-Cola
Enterprises Inc.1                  $  3,477               $    -                $ 3,477
Coca-Cola
FEMSA, S.A.B. de C.V.                 3,027                  969                  2,058
Coca-Cola Hellenic
Bottling Company S.A.                 2,188                1,574                    614
Coca-Cola Amatil
Limited                               1,848                  754                  1,094
Coca-Cola Icecek A.S.                   381                  140                    241
Grupo
Continental, S.A.B.                     323                  155                    168
Coca-Cola Embonor S.A.                  269                  202                     67
Coca-Cola Bottling Co.
Consolidated                            117                   71                     46
Embotelladoras
Coca-Cola Polar S.A.                     97                   75                     22

Total                              $ 11,727              $ 3,940                $ 7,787

1 The carrying value of our investment in Coca-Cola Enterprises Inc. ("CCE") was reduced to zero as of December 31, 2008, primarily as a result of recording our proportionate share of impairment charges and items impacting accumulated other comprehensive income (loss) ("AOCI") recorded by CCE during 2008.

The carrying value of our investment in Coca-Cola Hellenic Bottling Company S.A. ("Coca-Cola Hellenic") exceeded its fair value in the last three months of 2008 and the first three months of 2009; however, the amount by which our cost basis exceeded its fair value decreased in each of those months. During the second quarter of 2009, Coca-Cola Hellenic's share price rose to a level where its fair value exceeded our cost basis. As of October 2, 2009, the fair value of our investment in Coca-Cola Hellenic exceeded our cost basis by approximately $614 million.

As of October 2, 2009, the Company had several investments classified as available-for-sale securities in which our cost basis has exceeded the fair value of the investment. Unrealized gains and losses on available-for-sale securities, as of October 2, 2009, were approximately $280 million and $15 million, respectively. Management assessed each individual investment with unrealized losses to determine if the decline in fair value was other than temporary. Based on these assessments, management determined that the decline in fair value of each of these investments was temporary in nature. We will continue to monitor these investments in future periods.

During the first quarter of 2009, the Company recorded a charge of approximately $27 million in other income (loss) - net as a result of an other-than-temporary decline in the fair value of a cost method investment. As of December 31, 2008, the estimated fair value of this investment approximated the Company's carrying value in the investment. However, during the first quarter of 2009, the Company was informed by the investee of its intent to reorganize its capital structure in 2009, which would result in the Company's shares in the investee being canceled. As a result, the Company determined that the decline in fair value of this cost method investment was other than temporary. This impairment charge impacted the Corporate operating segment. Refer to Note H and Note K of Notes to Condensed Consolidated Financial Statements.

Goodwill, Trademarks and Other Intangible Assets

The Company classifies intangible assets into three categories: (1) intangible assets with definite lives subject to amortization; (2) intangible assets with indefinite lives not subject to amortization; and


(3) goodwill. For intangible assets with definite lives, tests for impairment must be performed if conditions exist that indicate the carrying value may not be recoverable. For intangible assets with indefinite lives and goodwill, tests for impairment must be performed at least annually or more frequently if events or circumstances indicate that assets might be impaired. Our equity method investees also perform such tests for impairment of intangible assets and/or goodwill. If an impairment charge was recorded by one of our equity method investees, the Company would record its proportionate share of such charge. However, the actual amount we record with respect to our proportionate share of such charges may be impacted by items such as basis differences, deferred taxes and deferred gains.

Intangible assets acquired in recent transactions are naturally more susceptible to impairment, primarily due to the fact that they are recorded at fair value based on recent operating plans and macroeconomic conditions present at the time of acquisition. Consequently, if operating results and/or macroeconomic conditions deteriorate shortly after an acquisition, it could result in the impairment of the acquired assets. A deterioration of macroeconomic conditions may not only negatively impact the estimated operating cash flows used in our cash flow models, but may also negatively impact other assumptions used in our analyses, including, but not limited to, the estimated cost of capital and/or discount rates. Additionally, in accordance with accounting principles generally accepted in the United States, we are required to ensure that assumptions used to determine fair value in our analyses are consistent with the assumptions a hypothetical marketplace participant would use. As a result, the cost of capital and/or discount rates used in our analyses may increase or decrease based on market conditions and trends, regardless of whether our Company's actual cost of capital has changed. Therefore, our Company may recognize an impairment of an intangible asset or assets in spite of realizing actual cash flows that are approximately equal to or greater than our previously forecasted amounts.

The Company completed its annual tests for impairment of intangible assets with indefinite lives and goodwill during the third quarter of 2009. The Company did not recognize any significant impairments as a result of these tests.

During the first quarter of 2009, the Company recorded an asset impairment charge of approximately $23 million. The impairment charge was the result of a change in the expected useful life of an intangible asset, which was previously determined to have an indefinite life. This charge was recorded in other operating charges and impacted the Bottling Investments operating segment. Refer to Note H and Note K of Notes to Condensed Consolidated Financial Statements.


OPERATIONS REVIEW

Sales of our ready-to-drink nonalcoholic beverages are somewhat seasonal, with the second and third calendar quarters accounting for the highest sales volumes. The volume of sales in the beverage business may be affected by weather conditions.

Beverage Volume

We measure our sales volume in two ways: (1) unit cases of finished products and
(2) concentrate sales. A "unit case" is a unit of measurement equal to 192 U.S. fluid ounces of finished beverage (24 eight-ounce servings). Unit case volume represents the number of unit cases of Company beverage products directly or indirectly sold by the Company and its bottling partners ("Coca-Cola system") to customers. Unit case volume primarily consists of beverage products bearing Company trademarks. Also included in unit case volume are certain products licensed to, or distributed by, our Company, and brands owned by Coca-Cola system bottlers for which our Company provides marketing support and from the sale of which we derive economic benefit. Such products licensed to, or distributed by, our Company or owned by Coca-Cola system bottlers account for a minimal portion of total unit case volume. In addition, unit case volume includes sales by joint ventures in which the Company has an equity interest. Unit case volume is derived based on estimates supplied by our bottling partners and distributors. Concentrate sales volume represents the amount of concentrates, syrups, beverage bases and powders (in all cases expressed in equivalent unit cases) sold by, or used in finished beverages sold by, the Company to its bottling partners or other customers. Most of our revenues are based on concentrate sales, a primarily wholesale activity. Unit case volume and concentrate sales growth rates are not necessarily equal during any given period. Factors such as seasonality, bottlers' inventory practices, supply point changes, timing of price increases, new product introductions and changes in product mix can impact unit case volume and concentrate sales and can create differences between unit case volume and concentrate sales growth rates. In addition to the items mentioned above, the impact of unit case volume from certain joint ventures in which the Company has an equity interest, but to which the Company does not sell concentrates, syrups, beverage bases or powders, may give rise to differences between unit case volume and concentrate sales growth rates.


Information about our volume changes by operating segment for the three and nine months ended October 2, 2009, is as follows:

                                                 Percentage Change
                                                 2009 versus 2008

                               Third Quarter                        Year-to-Date
                            Unit            Concentrate          Unit           Concentrate
                           Cases 1,2,3            Sales 4       Cases 1,2,3           Sales 4

 Worldwide                     2 %                    2 %           2 %                   4 %
     Eurasia &
     Africa                    2                      6             4                     5
     Europe                   (2 )                   (1 )          (1 )                  (1 )
     Latin America             7                      6             6                     8
     North America            (4 )                   (3 )          (2 )                  (1 )
     Pacific                   6                      3             5                     7
 Bottling
 Investments                   4                    N/A            (1 )                 N/A

1 Bottling Investments operating segment data reflect unit case volume growth for consolidated bottlers only.
2 Geographic segment data reflect unit case volume growth for all bottlers in the applicable geographic areas, both consolidated and unconsolidated.
3 Unit case volume percentage change is based on average daily sales. Unit case volume growth based on average daily sales is computed by comparing the average daily sales in each of the corresponding periods. Average daily sales for each quarter and year-to-date period are the unit cases sold during the period divided by the number of days in the period.
4 Concentrate sales volume represents the actual amount of concentrates, syrups, beverage bases and powders sold by, or used in finished beverages sold by, the Company to its bottling partners or other customers and is not based on average daily sales. Each of our interim reporting periods, other than the fourth interim reporting period, ends on the Friday closest to the last day of the corresponding quarterly calendar period. The first quarter of 2009 had five additional days compared to the first quarter of 2008. However, the second and third quarters of 2009 had the same number of days compared to the second and third quarters of 2008. Consequently, the reporting period for the nine months ended October 2, 2009, had five additional days compared to the nine months ended September 26, 2008. Our fourth interim reporting period and our fiscal year end on December 31 regardless of the day of the week on which December 31 falls. The fourth quarter of 2009 will have six fewer days compared to the fourth quarter of 2008.

Unit Case Volume

Although most of our Company's revenues are not based directly on unit case volume, we believe unit case volume is one of the measures of the underlying strength of the Coca-Cola system because it measures trends at the consumer level.

Three Months Ended October 2, 2009, versus Three Months Ended September 26, 2008

In Eurasia and Africa, unit case volume increased 2 percent, which consisted of 1 percent growth in sparkling beverages and 7 percent growth in still beverages. The group's unit case volume growth was primarily attributable to 37 percent growth in India, led by 40 percent growth in sparkling beverages. This growth was largely due to double-digit growth in Trademarks Thums Up, Sprite, Maaza, Fanta and Coca-Cola. Trademarks Thums Up and Sprite benefited from successful national marketing programs. Still beverages in India also grew 30 percent. In addition to growth in India, 5 percent growth in North and West Africa and 11 percent growth in East and Central Africa contributed to the group's unit case volume growth. The unit case volume growth in the aforementioned markets was partially offset by the impact of an 18 percent unit case volume decline in Russia, primarily due to the continued challenging economic environment. Unit case volume in South Africa was even.


Unit case volume in Europe decreased 2 percent, primarily attributable to the ongoing difficult macroeconomic conditions throughout most of Europe. These difficult macroeconomic conditions impacted a number of key markets and contributed to unit case volume declines of 13 percent in South and Eastern Europe, 3 percent in Iberia and 1 percent in Great Britain. The unit case volume declines in these markets were partially offset by mid single-digit volume increases in Belgium and the Netherlands and low single-digit volume increases in France, Italy and Germany.

In Latin America, unit case volume increased 7 percent, which consisted of 4 percent growth in sparkling beverages and 21 percent growth in still beverages. The group benefited from strong volume growth in key markets, including 9 percent in Mexico, 3 percent in Brazil and 11 percent in our Latin Center business unit. Acquisitions contributed 1 percentage point of the group's total unit case volume growth. Sparkling beverage unit case volume growth was primarily attributable to 5 percent volume growth in both brand Coca-Cola and Trademark Coca-Cola. The unit case volume growth in still beverages was primarily due to the successful integration of Jugos del Valle, S.A.B. de C.V. ("Jugos del Valle"), which we acquired jointly with Coca-Cola FEMSA, S.A.B. de C.V. ("Coca-Cola FEMSA") in 2007.

Unit case volume in North America decreased 4 percent, which reflected the continuing difficult U.S. economic environment, the shift of the 4th of July holiday volume from the third quarter into the second quarter and a competitive pricing environment. Sparkling beverage unit case volume declined 5 percent, partly attributable to the significant bottler price increase taken in the fourth quarter of 2008. The impact of bottler pricing was partially offset by the continued strong performance of Coca-Cola Zero, which had unit case volume growth of 15 percent. Still beverage unit case volume was even. Unit case volume growth in Fuze, Trademark Simply and tea was offset by a double-digit volume decline in Trademark Dasani, primarily due to the slowing water category.

In Pacific, unit case volume increased 6 percent, which consisted of growth in sparkling and still beverages of 5 percent and 8 percent, respectively. Sparkling beverage growth included 14 percent growth in Trademark Sprite and 4 percent growth in Trademark Coca-Cola. The group's volume growth was led by 15 percent growth in China and 5 percent growth in the Philippines. China's volume growth reflected 10 percent growth in sparkling beverages and 28 percent growth in still beverages. China's sparkling beverage volume growth was led by double-digit growth in Trademark Sprite and mid single-digit growth in Trademarks Coca-Cola and Fanta. China's still beverage volume growth was led by double-digit growth in Minute Maid. The unit case volume growth in China and the Philippines was partially offset by a 4 percent volume decline in Japan, primarily due to the continued severe economic challenges and unfavorable weather. The unit case volume decline in Japan consisted of a 6 percent decline in sparkling beverages and a 4 percent decline in still beverages. The decline in still beverages included the impact of an 11 percent volume decline in Aquarius, partially offset by 1 percent unit case volume growth in Georgia Coffee. The growth in Georgia Coffee was driven by the introduction of additional low-calorie options and our new "Welcome to Georgia" campaign.

Unit case volume for Bottling Investments increased 4 percent, primarily due to strong volume growth in China, India and the Philippines. The Company's consolidated bottling operations account for approximately 35 percent, 66 percent and 100 percent of the unit case volume in these countries, respectively. The strong performance in these countries was partially offset by the impact of the sale of a portion of our ownership interest in Coca-Cola Beverages Pakistan Ltd. ("Coca-Cola Pakistan") in 2008, which resulted in its deconsolidation. Refer to Note K of Notes to Condensed Consolidated Financial Statements.

Nine Months Ended October 2, 2009, versus Nine Months Ended September 26, 2008

In Eurasia and Africa, unit case volume increased 4 percent, which consisted of 3 percent growth in sparkling beverages and 8 percent growth in still beverages. The group's unit case volume growth was


primarily attributable to 33 percent growth in India, led by 35 percent growth in sparkling beverages. This growth was largely due to double-digit growth in Trademarks Thums Up, Sprite, Maaza, Fanta and Coca-Cola. Still beverages in India also grew 30 percent. In addition to growth in India, 4 percent growth in North and West Africa, 10 percent growth in East and Central Africa and 1 percent growth in South Africa contributed to the group's unit case volume growth. The group's unit case volume growth also included the impact of a 15 percent unit case volume decline in Russia, primarily due to the continued challenging economic environment.

Unit case volume in Europe decreased 1 percent, primarily attributable to the ongoing difficult macroeconomic conditions throughout most of Europe. These difficult macroeconomic conditions impacted a number of key markets and contributed to unit case volume declines of 5 percent in Iberia, 8 percent in South and Eastern Europe and 4 percent in Germany. The volume declines in these markets were partially offset by 4 percent unit case volume growth in Great Britain and 4 percent growth in France.

In Latin America, unit case volume increased 6 percent, which consisted of 3 percent growth in sparkling beverages and 25 percent growth in still beverages. The group benefited from strong volume growth in key markets, including 7 percent in Mexico, 4 percent in Brazil and 3 percent in Argentina. Acquisitions contributed 1 percentage point of the group's total unit case volume growth. Sparkling beverage unit case volume growth was primarily attributable to 4 percent volume growth in brand Coca-Cola. The successful integration of Jugos del Valle drove still beverage volume growth.

Unit case volume in North America decreased 2 percent, which reflected the impact of a continuing difficult U.S. economic environment and a competitive pricing environment. The effect of the economic environment and pricing environment was partially offset by the impact of strong customer and consumer programs. North America's unit case volume decline consisted of a 4 percent decline in sparkling beverages, partially offset by 1 percent growth in still beverages. The decline in sparkling beverages was partly attributable to the significant bottler price increase taken in the fourth quarter of 2008; the decline was partially offset by the continued strong performance of Coca-Cola Zero, which had unit case volume growth of 21 percent. Still beverage unit case volume growth was primarily due to the strong performance of Fuze, Trademark Simply and tea. The unit case volume growth in still beverages also included a double-digit volume decline in Trademark Dasani, primarily due to the slowing water category.

In Pacific, unit case volume increased 5 percent, which consisted of growth in sparkling and still beverages of 5 percent and 6 percent, respectively. Sparkling beverage growth in Pacific included 13 percent growth in Trademark Sprite and 4 percent growth in Trademark Coca-Cola. The group's volume growth was led by 13 percent growth in China, which reflected 9 percent growth in sparkling beverages and 23 percent growth in still beverages. China's sparkling beverage volume growth was led by double-digit growth in Trademark Sprite, mid single-digit growth in Trademark Coca-Cola and high single-digit growth in Trademark Fanta. China's still beverage volume growth was led by double-digit growth in Minute Maid. The unit case volume growth in China was partially offset by a 2 percent volume decline in Japan and a 3 percent volume decline in the Philippines. The unit case volume decline in Japan was primarily due to the continued severe economic challenges and unfavorable weather. The 2 percent unit case volume decline in Japan consisted of a 3 percent decline in still beverages, partially offset by a 2 percent increase in sparkling beverages. The decline in still beverages included the impact of a 7 percent volume decline in Aquarius and a 2 percent decline in Georgia Coffee. Due to the weak economy, Georgia Coffee was negatively impacted by shifts away from the at-work vending channel.

Unit case volume for Bottling Investments decreased 1 percent, primarily due to the sale of certain bottling operations during 2008, including Refrigerantes Minas Gerais Ltda. ("Remil"), a bottler in Brazil, and the sale of a portion of our ownership interest in Coca-Cola Pakistan, which resulted in its


deconsolidation. Refer to Note K of Notes to Condensed Consolidated Financial Statements. Unit case volume declines of 4 percent in Germany and 3 percent in the Philippines also contributed to the volume decrease for Bottling Investments. The Company's consolidated bottling operations account for 100 percent of the unit case volume in Germany and the Philippines. The impact of the unit case volume declines in the aforementioned countries was partially offset by the impact of unit case volume growth of 13 percent in China and 33 percent in India. The Company's consolidated bottling operations account for approximately 35 percent and 66 percent of the unit case volume in China and India, respectively.

Concentrate Sales Volume

For the three months ended October 2, 2009, differences between unit case volume and concentrate sales volume growth rates for all operating segments were primarily due to timing of concentrate shipments and the impact of unit case . . .

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