-----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, HqUThF0dAk2TfKHVj0qsZ2OFQ8Eb00ei/vTIHJAWnyq8o32SBlAxGT5JWtBnKrDZ BIiiNa/Kn512Ppuihg253A== 0000891092-04-002608.txt : 20040521 0000891092-04-002608.hdr.sgml : 20040521 20040521083858 ACCESSION NUMBER: 0000891092-04-002608 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20040521 ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20040521 FILER: COMPANY DATA: COMPANY CONFORMED NAME: COORS ADOLPH CO CENTRAL INDEX KEY: 0000024545 STANDARD INDUSTRIAL CLASSIFICATION: MALT BEVERAGES [2082] IRS NUMBER: 840178360 STATE OF INCORPORATION: CO FISCAL YEAR END: 1228 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-14829 FILM NUMBER: 04822700 BUSINESS ADDRESS: STREET 1: P.O. BOX 4030, MAIL #NH375 CITY: GOLDEN STATE: CO ZIP: 80401 BUSINESS PHONE: 3032773271 8-K 1 e18003_8k.txt FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) May 21, 2004 ADOLPH COORS COMPANY ----------------------------------------------------------------------- (Exact name of registrant as specified in its chapter) Delaware 1-14829 84-0178360 - ---------------------------- ------------- ------------------- (State or other jurisdiction (Commission (IRS Employer of incorporation File Number) Identification No.) 311 - 10th Street Golden, Colorado 80401 ---------------------------------------- ------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code 303.279.6565 Not Applicable ----------------------------------------------------------------------- (Former name or former address, if changed since last report) ITEM 9. REGULATION FD DISCLOSURE On May 21, 2004, Adolph Coors Company issued a press release announcing that Coors Brewers Limited (CBL), its operating subsidiary in the United Kingdom, reached an agreement with the U.K. division of TrenStar, Inc. to outsource the ownership, procurement and tracking of kegs and casks in the U.K. A copy of this communication is attached hereto as Exhibit 99.1 and is incorporated herein by reference. Pursuant to instruction B.2 of Form 8-K, the information contained in this report shall not be deemed to be "filed" with the Securities and Exchange Commission for the purposes of Section 18 of the Securities Exchange Act of 1934 (the "Exchange Act") or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any filing under the Securities Act of 1933, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing. 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 hereunto duly authorized. ADOLPH COORS COMPANY (Registrant) Date: May 21 2004 /s/ Annita M. Menogan Annita M. Menogan, Secretary EXHIBIT INDEX Exhibit No. Description - ----------- ----------- 99.1 Release dated May 21, 2004 EX-99.1 2 e18003ex99-1.txt PRESS RELEASE Exhibit 99.1 Coors Signs Agreement to Outsource Keg Management for U.K. Brewing Operations GOLDEN, Colo., May 21 /PRNewswire-FirstCall/ -- Adolph Coors Company (NYSE: RKY) today announced that its Coors Brewers Limited (CBL) operating subsidiary in the United Kingdom has reached an agreement with a U.K. unit of Denver, Colo.-based TrenStar, Inc. to outsource the ownership, procurement and tracking of kegs and casks. Under the 15-year container management services agreement, TrenStar will acquire CBL's keg and cask inventory and provide ongoing container management services for Coors in the U.K., including installation of radio frequency identification (RFID) tags on each container and the use of container tracking technology. As a result, Coors will receive an up-front cash payment for its U.K. keg and cask inventory, avoid future capital expenditures for new containers, and begin "per-fill" payments to TrenStar for container management services. "Our keg management agreement with TrenStar is a significant and highly beneficial move for Coors," said Tim Wolf, chief financial officer for Adolph Coors Company. "The arrangement will provide opportunities for more effective use of cash, further debt reduction, and increased returns on capital." Peter Kendall, chief executive officer of CBL, said, "The sale of our keg and cask inventory, together with the outsourcing of related services, will improve our retail trade service levels, significantly increase container asset utilization and reduce container loss rates, all of which will help us drive sales and profitability. This transaction also creates the possibility for a number of U.K. brewers to move toward a single pool of containers in the future, which would further increase container utilization rates, efficiencies and service levels." The company estimates that the agreement will increase CBL cash flow approximately $70 million in 2004. This improvement is composed of an immediate cash payment of about $50 million from TrenStar for CBL's approximately 1.2 million kegs and casks, along with capital spending avoidance partially offset by tax effects of the transaction. Adolph Coors Company expects net income for the current year to be impacted negatively by approximately $3 million, or $0.08 per share, primarily due to a higher effective income tax rate resulting from the transaction. The effective tax rate increase is largely due to a U.S. tax gain resulting from the containers being sold for more than their depreciated tax basis. The impact of the TrenStar agreement on earnings in future years is expected to be minimal. The company noted that its effective tax rate also could be affected, positively or negatively, by implementation of additional operating and asset management initiatives currently under development in both its U.S. and U.K. operations. Founded in 1873, Adolph Coors Company is the world's ninth-largest brewer. The company's U.K. subsidiary, Coors Brewers Limited, is the U.K.'s second-largest brewer, with brands that include Carling -- the best-selling beer in the U.K. -- Grolsch, Worthington's, Reef and the recently launched Coors Fine Light Beer. Adolph Coors Company's principal U.S. subsidiary is Coors Brewing Company, the third-largest brewer in the U.S., with a portfolio of malt beverages that includes Coors Light, Coors Original, Aspen Edge, Killian's, Zima and Keystone family of brands. Adolph Coors Company stock trades on the New York Stock Exchange under the symbol RKY. For more information on Adolph Coors Company, visit the company's website at www.coors.com. Forward-Looking Statements This press release includes "forward-looking statements" within the meaning of the federal securities laws, commonly identified by such terms and phrases as "expects" or "expected to," "could be affected," "estimates" and other terms with similar meaning indicating potential impact on our business. It also includes financial information that has not been reviewed by the Company's independent auditors. Although the Company believes that the assumptions are reasonable upon which this financial information and its forward-looking statements are based, it can give no assurance that these assumptions will prove to be correct. Important factors that could cause actual results to differ materially from the Company's projections and expectations are disclosed in the Company's filings with the Securities and Exchange Commission. These factors include, among others, changes in consumer preferences and product trends; any inability of a supplier to provide sufficient packaging materials; and increases in costs generally. All forward-looking statements in this press release are expressly qualified by such cautionary statements and by reference to the underlying assumptions. We do not undertake to publicly update forward-looking statements, whether as a result of new information, future events or otherwise. SOURCE Coors Brewing Company -0- 05/21/2004 /CONTACT: Media, Laura Sankey, +1-303-277-5035; or Investors, Dave Dunnewald, +1-303-279-6565, or Kevin Caulfield, +1-303-277-6894, all of Coors Brewing Company/ /Web site: http://www.coors.com / (RKY) CO: Coors Brewing Company; TrenStar ST: Colorado, England IN: FOD SU: JVN -----END PRIVACY-ENHANCED MESSAGE-----