-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, P27e8eLxNMPUheM2J0polLGBG7I3+nnbDaTuwRAzwoLvipUeYexmgR1XnLice8o9 KY5uS0ji6jWI+cFjd2p9ig== 0000021344-02-000052.txt : 20021010 0000021344-02-000052.hdr.sgml : 20021010 20021010150840 ACCESSION NUMBER: 0000021344-02-000052 CONFORMED SUBMISSION TYPE: SC 13D PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20021010 GROUP MEMBERS: CAROLINA COCA-COLA BOTTLING INVESTMENTS, INC. GROUP MEMBERS: COCA-COLA OASIS, INC. GROUP MEMBERS: THE COCA-COLA COMPANY GROUP MEMBERS: THE COCA-COLA TRADING COMPANY LLC SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: COCA COLA BOTTLING CO CONSOLIDATED /DE/ CENTRAL INDEX KEY: 0000317540 STANDARD INDUSTRIAL CLASSIFICATION: BOTTLED & CANNED SOFT DRINKS CARBONATED WATERS [2086] IRS NUMBER: 560950585 STATE OF INCORPORATION: DE FISCAL YEAR END: 0103 FILING VALUES: FORM TYPE: SC 13D SEC ACT: 1934 Act SEC FILE NUMBER: 005-30570 FILM NUMBER: 02786333 BUSINESS ADDRESS: STREET 1: 4100 COCA COLA PLZ CITY: CHARLOTTE STATE: NC ZIP: 28211 BUSINESS PHONE: 7045514400 MAIL ADDRESS: STREET 1: 4100 COCA COLA PLZ CITY: CHARLOTTE STATE: NC ZIP: 28211 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: COCA COLA CO CENTRAL INDEX KEY: 0000021344 STANDARD INDUSTRIAL CLASSIFICATION: BEVERAGES [2080] IRS NUMBER: 580628465 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D BUSINESS ADDRESS: STREET 1: ONE COCA COLA PLAZA CITY: ATLANTA STATE: GA ZIP: 30313 BUSINESS PHONE: 4046762121 MAIL ADDRESS: STREET 1: ONE COCA COLA PLAZA ZIP: 30313 SC 13D 1 con13d24.txt COKE CONSOLIDATED 13D - AMENDMENT NO. 24 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 24)* Coca-Cola Bottling Co. Consolidated (Name of Issuer) Common Stock, Par Value $1.00 Per Share (Title of Class of Securities) 191098102 (CUSIP Number) Gary P. Fayard Senior Vice President and Chief Financial Officer The Coca-Cola Company One Coca-Cola Plaza Atlanta, Georgia 30313 (404) 676-2121 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) With a copy to: Carol Crofoot Hayes, Esq. The Coca-Cola Company One Coca-Cola Plaza Atlanta, Georgia 30313 (404) 676-2121 October 9, 2002 (Date of Event which Requires Filing of this Statement) If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), (f) or (g), check the following box [ ]. * The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page. The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes). Page 1 of 19 SCHEDULE 13D CUSIP No. - 191098102 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON The Coca-Cola Company 58-0628465 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [X] (b) [ ] 3 SEC USE ONLY 4 SOURCE OF FUNDS* OO 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) N/A [ ] 6 CITIZENSHIP OR PLACE OF ORGANIZATION State of Delaware NUMBER OF 7 SOLE VOTING POWER SHARES None BENEFICIALLY 8 SHARED VOTING POWER OWNED BY 1,984,495 shares of Common Stock, $1.00 par value per EACH share REPORTING 9 SOLE DISPOSITIVE POWER PERSON 1,984,495 shares of Common Stock, $1.00 par value per WITH share 10 SHARED DISPOSITIVE POWER None 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,984,495 shares of Common Stock, $1.00 par value per share 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* [ ] 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 31.05% 14 TYPE OF REPORTING PERSON* CO *SEE INSTRUCTIONS BEFORE FILLING OUT Page 2 of 19 SCHEDULE 13D CUSIP No. - 191098102 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON The Coca-Cola Trading Company LLC 59-1764184 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [X] (b) [ ] 3 SEC USE ONLY 4 SOURCE OF FUNDS* OO 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) N/A [ ] 6 CITIZENSHIP OR PLACE OF ORGANIZATION State of Delaware NUMBER OF 7 SOLE VOTING POWER SHARES None BENEFICIALLY 8 SHARED VOTING POWER OWNED BY 1,984,495 shares of Common Stock, $1.00 par value per EACH share REPORTING 9 SOLE DISPOSITIVE POWER PERSON 1,984,495 shares of Common Stock, $1.00 par value per WITH share 10 SHARED DISPOSITIVE POWER None 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,984,495 shares of Common Stock, $1.00 par value per share 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* [ ] 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 31.05% 14 TYPE OF REPORTING PERSON* CO *SEE INSTRUCTIONS BEFORE FILLING OUT Page 3 of 19 SCHEDULE 13D CUSIP No. - 191098102 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Coca-Cola Oasis, Inc. 88-0320762 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [X] (b) [ ] 3 SEC USE ONLY 4 SOURCE OF FUNDS* OO 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) N/A [ ] 6 CITIZENSHIP OR PLACE OF ORGANIZATION State of Delaware NUMBER OF 7 SOLE VOTING POWER SHARES None BENEFICIALLY 8 SHARED VOTING POWER OWNED BY 1,984,495 shares of Common Stock, $1.00 par value per EACH share REPORTING 9 SOLE DISPOSITIVE POWER PERSON 1,984,495 shares of Common Stock, $1.00 par value per WITH share 10 SHARED DISPOSITIVE POWER None 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,984,495 shares of Common Stock, $1.00 par value per share 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* [ ] 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 31.05% 14 TYPE OF REPORTING PERSON* CO *SEE INSTRUCTIONS BEFORE FILLING OUT Page 4 of 19 SCHEDULE 13D CUSIP No. - 191098102 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Carolina Coca-Cola Bottling Investments, Inc. 58-2056767 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [X] (b) [ ] 3 SEC USE ONLY 4 SOURCE OF FUNDS* OO 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) N/A [ ] 6 CITIZENSHIP OR PLACE OF ORGANIZATION State of Delaware NUMBER OF 7 SOLE VOTING POWER SHARES None BENEFICIALLY 8 SHARED VOTING POWER OWNED BY 1,984,495 shares of Common Stock, $1.00 par value per EACH share REPORTING 9 SOLE DISPOSITIVE POWER PERSON 1,984,495 shares of Common Stock, $1.00 par value per WITH share 10 SHARED DISPOSITIVE POWER None 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,984,495 shares of Common Stock, $1.00 par value per share 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* [ ] 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 31.05% 14 TYPE OF REPORTING PERSON* CO *SEE INSTRUCTIONS BEFORE FILLING OUT Page 5 of 19 AMENDMENT NO. 24 TO STATEMENT PURSUANT TO RULE 13d-1 AND RULE 13d-2 OF THE GENERAL RULES AND REGULATIONS UNDER THE SECURITIES EXCHANGE ACT OF 1934 This Amendment No. 24 amends and supplements the original Schedule 13D filed on May 18, 1987 by The Coca-Cola Company, as amended by Amendments 1 through 21 (the "Schedule 13D"). Terms used herein and not otherwise defined shall have the meanings given such terms in the Schedule 13D. ITEM 2. IDENTITY AND BACKGROUND Item 2 is hereby amended and restated as follows: This statement is being filed by The Coca-Cola Company, and three of The Coca-Cola Company's direct or indirect wholly owned subsidiaries, namely The Coca-Cola Trading Company LLC ("Trading Company"), Coca-Cola Oasis, Inc. ("Oasis") and Carolina Coca-Cola Bottling Investments, Inc. ("Carolina" and, together with The Coca-Cola Company, Trading Company and Oasis, the "Reporting Persons"). Each of The Coca-Cola Company, Oasis and Carolina is a Delaware corporation, having its principal executive office at One Coca-Cola Plaza, Atlanta, Georgia 30313, telephone (404)676-2121. Trading Company is a Delaware limited liability company, having its principal executive office at One Coca-Cola Plaza, Atlanta, Georgia 30313, telephone (404)676-2121. Carolina is a direct wholly owned subsidiary of Oasis, Oasis is a direct wholly owned subsidiary of Trading Company, and Trading Company is a direct wholly owned subsidiary of The Coca-Cola Company. The Coca-Cola Company is the largest manufacturer, distributor and marketer of soft drink concentrates and syrups in the world, as well as the world's largest distributor and marketer of juice and juice-drink products. Certain information with respect to the directors or managers and executive officers of the Reporting Persons is set forth in Exhibit A(99.1) attached hereto, including each director's or manager's, as applicable, and each executive officer's business address, present principal occupation or employment, citizenship and other information. None of the Reporting Persons nor, to the best of their knowledge, any director, manager, executive officer or controlling person of any Reporting Person has, during the last five years, been (a) convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors), or (b) a party to a civil proceeding of a judicial or administrative body of competent jurisdiction as a result of which proceeding any Reporting Person or any director, manager, executive officer or controlling person of any Reporting Person was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, or finding any violation with respect to federal or state securities laws. Page 6 of 19 ITEM 4. PURPOSE OF TRANSACTION Item 4 is hereby amended and supplemented by adding to the information previously filed under this Item the following: Piedmont Coca-Cola Bottling Partnership (formerly known as CCBCC Coca-Cola Bottling Partnership and Carolina Coca-Cola Bottling Partnership, and called the "Partnership" in this Amendment), was formed pursuant to a Partnership Agreement dated July 2, 1993 ("Partnership Agreement") between Carolina Coca-Cola Bottling Investments, Inc., a subsidiary of The Coca-Cola Company ("KO Subsidiary"), and subsidiaries of Coca-Cola Bottling Co. Consolidated ("Coke Consolidated"). Representatives of The Coca-Cola Company and Coke Consolidated have had numerous discussions regarding the potential acquisition by Coke Consolidated of all of KO Subsidiary's interest in the Partnership. The Coca-Cola Company representatives have now received management approval to begin negotiation of definitive transaction documents, and the parties desire to close the transaction under consideration in the first half of 2003. However, until definitive documentation is executed, the parties have no binding legal obligation to close the proposed transaction. There can be no assurance that an agreement with respect to such a transaction will be reached, or, if an agreement is reached, that its terms will be on terms consistent with those described above or that any transaction will be consummated. The Coca-Cola Company invests in bottling operations such as Coke Consolidated in order to maximize the strength and efficiency of its production, distribution and marketing systems around the world. In line with this bottling strategy, The Coca-Cola Company regularly reviews its options relating to its investments in bottling operations throughout the world, including its investment in Coke Consolidated. As part of this review, The Coca-Cola Company from time to time may consider, evaluate and propose various possible transactions involving Coke Consolidated or its subsidiaries, which could include, without limitation: Page 7 of 19 (i) the possible acquisition of additional securities of Coke Consolidated, or the disposition of securities of Coke Consolidated; (ii) possible extraordinary corporate transactions (such as a merger, consolidation or reorganization) involving Coke Consolidated or any of its subsidiaries, including with other bottling companies in which one or more of the Reporting Persons may have a direct or indirect equity interest; or (iii) the possible acquisition by Coke Consolidated or its subsidiaries of assets or interests in one or more bottling companies, including other bottling companies in which one or more of the Reporting Persons may have a direct or indirect equity interest, or the possible sale of assets or bottling operations by Coke Consolidated or its subsidiaries. ITEM 7. MATERIAL TO BE FILED AS EXHIBITS Item 7 is hereby amended and supplemented by adding to the information previously filed under this Item the following: Exhibit A (99.1) - Directors and Executive Officers of the Reporting Persons Page 8 of 19 SIGNATURES After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. THE COCA-COLA COMPANY By: /s/ Gary P. Fayard -------------------------------- Gary P. Fayard Senior Vice President and Chief Financial Officer Date: October 10, 2002 THE COCA-COLA TRADING COMPANY LLC By: /s/ Gary P. Fayard -------------------------------- Gary P. Fayard Vice President and Chief Financial Officer Date: October 10, 2002 COCA-COLA OASIS, INC. By: /s/ Gary P. Fayard ------------------------------- Gary P. Fayard Chief Financial Officer Date: October 10, 2002 CAROLINA COCA-COLA BOTTLING INVESTMENTS, INC. By: /s/ Gary P. Fayard ------------------------------- Gary P. Fayard President Date: October 10, 2002 Page 9 of 19 EXHIBIT INDEX EXHIBIT DESCRIPTION - ------- ----------- A (99.1) Directors, Managers and Executive Officers of the Reporting Persons Page 10 of 19 EX-1 3 c13d24xa.txt EXHIBIT A (99.1) - DIRECTORS AND OFFICERS EXHIBIT A (99.1) DIRECTORS AND EXECUTIVE OFFICERS OF THE COCA-COLA COMPANY Set forth below is the name, business address and present occupation or employment of each director and executive officer of The Coca-Cola Company. Except as indicated below, each such person is a citizen of the United States. None of the directors and executive officers named below beneficially owns any Common Stock or Class B Common Stock of Coca-Cola Bottling Co. Consolidated. Directors of The Coca-Cola Company who are also executive officers of The Coca-Cola Company are indicated by an asterisk. Except as indicated below, the business address of each executive officer of The Coca-Cola Company is One Coca-Cola Plaza, Atlanta, Georgia 30313. DIRECTORS OF THE COCA-COLA COMPANY PRINCIPAL OCCUPATION NAME OR EMPLOYMENT ADDRESS ---- -------------------- ------- Douglas N. Daft* Chairman of the Board of Directors and Chief Executive Officer of The Coca-Cola Company Mr. Daft is a citizen of Australia. Herbert A. Allen President and Chief Executive Allen & Company Officer of Allen & Company Incorporated Incorporated, a privately held 711 Fifth Avenue investment banking firm New York, NY 10022 Ronald W. Allen Consultant to and advisory director Monarch Tower of Delta Air Lines, Inc., a major Suite 1745 U.S. air transportation company 3424 Peachtree Road, N.E. Atlanta, GA 30326 Cathleen P. Black President of Hearst Magazines, a Hearst Magazines unit of The Hearst Corporation, a 959 8th Avenue major media and communications New York, NY 10019 company Warren E. Buffett Chairman of the Board of Directors Berkshire Hathaway Inc. and Chief Executive Officer of 1440 Kiewit Plaza Berkshire Hathaway Inc., a Omaha, NE 68131 diversified holding company Barry Diller Chairman of the Board and Chief USA Networks, Inc. Executive Officer of USA Networks, 152 W. 57th Street Inc., an information, entertainment 42nd Floor and direct selling company New York, NY 10019 Susan B. King President of The Leadership Duke University Initiative, a support corporation The Leadership Initiative of Duke University, charged with Box 90545 the establishment of undergraduate Durham, NC 27708-0545 college leadership programs
Page 11 of 19 DIRECTORS OF THE COCA-COLA COMPANY - cont'd PRINCIPAL OCCUPATION NAME OR EMPLOYMENT ADDRESS ---- -------------------- ------- Donald F. McHenry Distinguished Professor in the The IRC Group, LLC Practice of Diplomacy and 1320 19th Street, N.W. International Affairs, Georgetown Suite 410 University; a principal owner and Washington, D.C. 20036 President of The IRC Group, LLC, a New York City and Washington, D.C. consulting firm Robert L. Nardelli Chairman of the Board, President and The Home Depot, Inc. Chief Executive Officer of The Home 2455 Paces Ferry Road, NW Depot, Inc., a major home improvement Atlanta, GA 30339-4024 retailer Sam Nunn Partner in the law firm of King & King & Spalding Spalding since January 1997 191 Peachtree Street Atlanta, GA 30303-1763 Paul F. Oreffice Retired as Chairman of the Board 11120 North 107th Way of Directors and Chief Executive Scottsdale, AZ 85259 Officer of The Dow Chemical Company in 1992 (The Dow Chemical Company is a diversified chemical, metals, plastics and packaging company) James D. Robinson III Chairman and Chief Executive RRE Investors, LLC Officer of RRE Investors, LLC, a 22nd Floor private information technology 126 East 56th Street venture investment firm; General New York, NY 10022 Partner of RRE Ventures, L.P.; and Chairman of Violy, Byorum & Partners Holdings, LLC, a private firm specializing in financial advisory and investment banking activities in Latin America Peter V. Ueberroth Investor and Chairman of The The Contrarian Group, Inc. Contrarian Group, Inc., a business Suite 111 management company 1071 Camelback Street Newport Beach, CA 92660 James B. Williams Director and Chairman of the SunTrust Banks, Inc. Executive Committee of SunTrust P.O. Box 4418 Banks, Inc., a bank holding Atlanta, GA 30302 company
Page 12 of 19 EXECUTIVE OFFICERS OF THE COCA-COLA COMPANY PRINCIPAL OCCUPATION NAME OR EMPLOYMENT ADDRESS ---- -------------------- ------- Douglas N. Daft* Chairman of the Board of Directors and Chief Executive Officer of The Coca-Cola Company Mr. Daft is a citizen of Australia. Brian G. Dyson Vice Chairman and Chief Operating Officer Mr. Dyson is a citizen of Argentina Jeffrey T. Dunn Executive Vice President and President and Chief Operating Officer, Coca-Cola North America Steven J. Heyer Executive Vice President and President and Chief Operating Officer, Coca-Cola Ventures Mary Minnick Executive Vice President and Chief Operating Officer, Asia Group Alexander R.C. Allan Executive Vice President and President and Chief Operating Officer, Europe, Eurasia and Middle East Group Alexander B. Cumming, Executive Vice President and President, Jr. Africa Group Carl Ware Executive Vice President, Public Affairs Deval L. Patrick Executive Vice President and General Counsel Gary P. Fayard Senior Vice President and Chief Financial Officer Stephen C. Jones Senior Vice President and Chief Marketing Officer Page 13 of 19 MANAGERS AND EXECUTIVE OFFICERS OF THE COCA-COLA TRADING COMPANY LLC Set forth below is the name, business address and present occupation or employment of each manager and executive officer of The Coca-Cola Trading Company LLC. Except as indicated below, each such person is a citizen of the United States. None of the managers and executive officers named below beneficially owns any Common Stock or Class B Common Stock of Coca-Cola Bottling Co. Consolidated. Managers of The Coca-Cola Trading Company LLC who are also executive officers of The Coca-Cola Trading Company LLC are indicated by an asterisk. Except as indicated below, the business address of each manager and executive officer of The Coca-Cola Trading Company LLC is One Coca-Cola Plaza, Atlanta, Georgia 30313. MANAGERS OF THE COCA-COLA TRADING COMPANY, LLC PRINCIPAL OCCUPATION NAME OR EMPLOYMENT ADDRESS ---- -------------------- ------- Steven J. Heyer Executive Vice President of The Coca-Cola Company; President and Chief Executive Officer, Coca-Cola Ventures Gary P. Fayard* Senior Vice President and Chief Financial Officer of The Coca-Cola Company Deval L. Patrick Executive Vice President and General Counsel of The Coca-Cola Company Page 14 of 19 EXECUTIVE OFFICERS OF THE COCA-COLA TRADING COMPANY LLC PRINCIPAL OCCUPATION NAME OR EMPLOYMENT ADDRESS ---- -------------------- ------- Kenneth L. Carty Assistant Vice President and Director of Global Procurement and Trading of The Coca-Cola Company; President of The Coca-Cola Trading Company LLC Steve M. Whaley Vice President and General Tax Counsel of The Coca-Cola Company; Vice President, General Tax Counsel and Assistant Treasurer of The Coca-Cola Trading Company LLC Gary P. Fayard Senior Vice President and Chief Financial Officer of The Coca-Cola Company; Vice President and Chief Financial Officer of The Coca-Cola Trading Company LLC Vincent M. Gioe Chief Financial Officer, Commercial Product Supply of The Coca-Cola Company; Vice President - Finance of The Coca-Cola Trading Company LLC G. Lynette White Director of Marketing Finance of The Coca-Cola Company; Vice President of The Coca-Cola Trading Company LLC William L. Hovis Director of Global Products of The Coca-Cola Company; Vice President of The Coca-Cola Trading Company LLC Frederick Yochum Vice President of The Coca-Cola Company; Director of Commercial Products Supply of The Coca-Cola Company; Vice President of The Coca-Cola Trading Company LLC David M. Taggart Vice President and Treasurer of The Coca-Cola Company; Treasurer of The Coca-Cola Trading Company LLC Eduardo M. Carreras Senior Intellectual Property Counsel of The Coca-Cola Company; General Counsel of The Coca-Cola Trading Company LLC Page 15 of 19 DIRECTORS AND EXECUTIVE OFFICERS OF COCA-COLA OASIS, INC. Set forth below is the name, business address, present occupation or employment of each director and executive officer of Coca-Cola Oasis, Inc. Except as indicated below, each such person is a citizen of the United States. None of the directors and executive officers named below beneficially owns any Common Stock or Class B Common Stock of Coca-Cola Bottling Co. Consolidated. Directors of Coca-Cola Oasis, Inc. who are also executive officers of Coca-Cola Oasis, Inc. are indicated by an asterisk. Except as indicated below, the business address of each director and executive officer of Coca-Cola Oasis, Inc. is One Coca-Cola Plaza, Atlanta, Georgia 30313. DIRECTORS OF COCA-COLA OASIS, INC. PRINCIPAL OCCUPATION NAME OR EMPLOYMENT ADDRESS ---- -------------------- ------- Steven J. Heyer Executive Vice President of The Coca-Cola Company; President and Chief Executive Officer, Coca-Cola Ventures Gary P. Fayard* Senior Vice President and Chief Financial Officer of The Coca-Cola Company Charles B. Fruit* Senior Vice President, Worldwide Media and Alliances of The Coca-Cola Company Page 16 of 19 EXECUTIVE OFFICERS OF COCA-COLA OASIS, INC. PRINCIPAL OCCUPATION NAME OR EMPLOYMENT ADDRESS ---- -------------------- ------- Charles B. Fruit Senior Vice President, Worldwide Media and Alliances of The Coca-Cola Company; President of Coca-Cola Oasis, Inc. Gary P. Fayard Senior Vice President and Chief Financial Officer of The Coca-Cola Company; Chief Financial Officer of Coca-Cola Oasis, Inc. David M. Taggart Vice President and Treasurer of The Coca-Cola Company; Vice President and Treasurer of Coca-Cola Oasis, Inc. Steve M. Whaley Vice President and General Tax Counsel of The Coca-Cola Company; Vice President and General Tax Counsel of Coca-Cola Oasis, Inc. G. Lynette White Director of Marketing Finance of The Coca-Cola Company; Vice President of The Coca-Cola Trading Company LLC; Vice President of Coca-Cola Oasis, Inc. Page 17 of 19 DIRECTORS AND EXECUTIVE OFFICERS OF CAROLINA COCA-COLA BOTTLING INVESTMENTS, INC. Set forth below is the name, business address, present occupation or employment of each director and executive officer of Carolina Coca-Cola Bottling Investments, Inc. Except as indicated below, each such person is a citizen of the United States. None of the directors and executive officers named below beneficially owns any Common Stock or Class B Common Stock of Coca-Cola Bottling Co. Consolidated. Directors of Carolina Coca-Cola Bottling Investments, Inc. who are also executive officers of Carolina Coca-Cola Bottling Investments, Inc. are indicated by an asterisk. Except as indicated below, the business address of each director and executive officer of Carolina Coca-Cola Bottling Investments, Inc. is One Coca-Cola Plaza, Atlanta, Georgia 30313. DIRECTORS OF CAROLINA COCA-COLA BOTTLING INVESTMENTS, INC. PRINCIPAL OCCUPATION NAME OR EMPLOYMENT ADDRESS ---- -------------------- ------- Gary P. Fayard* Senior Vice President and Chief Financial Officer of The Coca-Cola Company Connie D. McDaniel* Vice President and Controller of The Coca-Cola Company David M. Taggart* Vice President and Treasurer of The Coca-Cola Company Page18 of 19 EXECUTIVE OFFICERS OF CAROLINA COCA-COLA BOTTLING INVESTMENTS, INC. PRINCIPAL OCCUPATION NAME OR EMPLOYMENT ADDRESS ---- -------------------- ------- Gary P. Fayard Senior Vice President and Chief Financial Officer of The Coca-Cola Company; President of Carolina Coca-Cola Bottling Investments, Inc. Connie D. McDaniel Vice President and Controller of The Coca-Cola Company; Vice President and Chief Financial Officer of Carolina Coca-Cola Bottling Investments, Inc. David M. Taggart Vice President and Treasurer of The Coca-Cola Company; Vice President, Treasurer and Assistant Secretary of Carolina Coca-Cola Bottling Investments, Inc. Page 19 of 19 -----END PRIVACY-ENHANCED MESSAGE-----