Risk Factors.
−Removed: Except as set forth below, there have been no material changes in the Company’s risk factors from those disclosed in “Item 1A.
+Added: There have been no material changes in the Company’s risk factors from those disclosed in “Item 1A.
Risk Factors” of the Company’s Annual Report on Form 10‑K for 2020.
−Removed: The COVID-19 pandemic and other pandemic outbreaks in the future could materially adversely affect our business, financial condition, results of operations or cash flows.
−Removed: The COVID-19 pandemic has significantly impacted our business and results of operations, as government-imposed restrictions on social and commercial activity to promote social distancing have caused significant changes to consumer purchasing behavior.
−Removed: Governmental and societal impositions of restrictions on public gatherings have had, and we expect will continue to have, adverse effects on our business, including, but not limited to, the following:
−Removed: • Due to the closing or restricted operations of many public locations, we have experienced a decrease in sales volume in “on-premise” accounts, where products are typically consumed immediately, such as restaurants, schools, amusement parks and recreational facilities.
−Removed: This negative trend is likely to continue for the remainder of 2020, and, if the COVID‑19 pandemic continues or intensifies, its negative impact on our net sales may persist or become more severe.
−Removed: We have experienced increased sales volume in our larger retail customer outlets as consumers stock up on certain of our products with the expectation of spending more time at home during the pandemic;
−Removed: however, such increased sales volume may not continue in the long term and may not offset the pressure we are experiencing in our on-premise customer outlets.
−Removed: • Consumer demand has shifted from higher margin products sold for immediate consumption through smaller retail stores and on-premise locations to lower margin, take home products sold in grocery stores, mass merchandise stores and club stores.
−Removed: We expect this shift in consumer purchasing behavior to continue while shelter-in-place and social distancing behaviors are mandated or encouraged, and possibly for a period of time thereafter.
−Removed: • Deteriorating economic conditions in our territories, such as increasing unemployment, decreasing disposable income, declining consumer confidence, or economic slowdowns or recessions, could cause an overall decrease in demand for our products or a shift in the types of products sold.
−Removed: • Disruptions in our concentrate suppliers’ production and distribution operations could increase concentrate costs and create delays in delivery of concentrate, which could adversely impact our ability to manufacture and distribute certain products.
−Removed: Further, disruptions in supply chains have placed, and may continue to place, constraints on our ability to procure beverage containers, such as plastic bottles and aluminum cans.
−Removed: These supply chain disruptions have increased, and in the future could increase further, our packaging costs and alter the product offerings to our customers.
−Removed: • We may be required to write off obsolete inventory, accounts receivable and balances of advanced funding provided to customers that permanently close or suffer financial hardships as a result of the COVID-19 pandemic.
−Removed: • The current uncertain credit market conditions and the actual or perceived effects on our financial condition and results of operations, along with the current unfavorable economic environment in the United States, may increase the likelihood that one or more of the nationally recognized rating agencies will downgrade our credit ratings, which could result in higher borrowing costs for the Company or reduced access to capital markets, which could have a material adverse impact on the Company’s operating results or financial position.
−Removed: • Governmental authorities in the United States may increase or impose new income taxes or indirect taxes, or revise interpretations of existing tax rules and regulations, as a means to finance the cost of stimulus packages and other
−Removed: measures enacted or taken, or that may be enacted or taken in the future, to protect populations and economies from the impact of the COVID-19 pandemic.
−Removed: Alternatively, concerns about the difficulty or desirability of financing additional fiscal stimulus at the federal level could prevent such stimulus from being authorized in a timely manner or at all.
−Removed: Such actions could have an adverse effect on our results of operations or cash flows.
−Removed: • We rely on third-party service providers and business partners, such as cloud data storage and other information technology service providers, suppliers, distributors, contractors, joint venture partners and other external business partners, for certain functions or for services in support of key portions of our operations.
−Removed: These third-party service providers and business partners are subject to risks and uncertainties related to the COVID-19 pandemic, which may interfere with their ability to fulfill their respective commitments and responsibilities to us in a timely manner and in accordance with our agreed-upon terms.
−Removed: • As a result of the COVID-19 pandemic, including related governmental guidance or directives, we have encouraged, and in some cases required, most office-based employees, including most employees based at our corporate headquarters in Charlotte, North Carolina, to work remotely.
−Removed: We may experience reductions in productivity and disruptions to our business routines while our remote-work policy remains in place.
−Removed: • Actions we have taken or may take, or decisions we have made or may make, because of the COVID-19 pandemic may result in legal claims or litigation against us.
−Removed: • The resumption of normal business operations after the disruptions caused by the COVID-19 pandemic may be delayed or constrained by its lingering effects on our consumers, customers, suppliers and/or third-party service providers.
−Removed: Any of the negative impacts of the COVID-19 pandemic, including those described above, alone or in combination with others, may have a material adverse effect on our business, financial condition, results of operations or cash flows.
−Removed: Any of these negative impacts, alone or in combination with others, could exacerbate many of the risk factors discussed in “Item 1A.
−Removed: Risk Factors” of our Annual Report on Form 10-K for 2019.
−Removed: The full extent to which the COVID-19 pandemic will negatively affect our business, financial condition, results of operations or cash flows will depend on future developments that are highly uncertain and cannot be predicted, including the scope and duration of the pandemic and actions taken by governmental authorities and other third parties in response to the pandemic.
−Removed: Future pandemics may also pose risks similar to or more severe than the risks associated with the COVID-19 pandemic, which are impossible to predict at this time.
Description Incorporated by Reference or
6 unchanged sentences
Exhibit 3.2 to the Company’s Current Report on Form 8-K filed on January 2, 2019 (File No.
−Removed: 4.1 First Amended and Restated Revolving Credit Loan Agreement, dated as of October 7, 2020, by and between the Company and Piedmont Coca ‑ Cola Bottling Partnership.
−Removed: Exhibit 4.1 to the Company’s Current Report on Form 8-K filed on October 13, 2020 (File No.
−Removed: 4.2 Form of Demand Short-Term Promissory Note (included in Exhibit 4.1 above).
−Removed: Exhibit 4.2 to the Company’s Current Report on Form 8-K filed on October 13, 2020 (File No.
−Removed: 10.1 First Amendment to Lease Agreement, dated as of June 30, 2020, between the Company and Harrison Limited Partnership One.
−Removed: Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on July 7, 2020 (File No.
−Removed: 10.2* Separation Agreement and Release, dated as of July 14, 2020, by and between the Company and William J.
−Removed: Exhibit 10.2 to the Company’s Quarterly Report on Form 10-Q for the quarter ended June 28, 2020 (File No.
10.1* Amendment No.
−Removed: 3 to Limited Liability Company Agreement of CONA Services LLC, dated as of August 5, 2020 and effective as of January 1, 2019, by and among the Company, The Coca ‑ Cola Company and the other bottlers named therein.
+Added: 2, dated February 22, 2021, to Coca-Cola Consolidated, Inc.(formerly Coca-Cola Bottling Co.
+Added: Consolidated) Annual Bonus Plan, amended and restated effective as of January 1, 2018.
Filed herewith.
+Added: 10.2* Amendment No.
+Added: 3, dated February 22, 2021, to Coca-Cola Consolidated, Inc.
+Added: (formerly Coca-Cola Bottling Co.
+Added: Consolidated) Supplemental Savings Incentive Plan, amended and restated effective as of November 1, 2011.
+Added: Filed herewith.
31.1 Certification of Principal Executive Officer pursuant to Rule 13a-14(a)/15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
22 unchanged sentences
COCA-COLA CONSOLIDATED, INC.
−Removed: November 3, 2020 By:
+Added: May 11, 2021 By:
Scott Anthony
2 unchanged sentences
(Principal Financial Officer of the Registrant)
−Removed: November 3, 2020 By:
+Added: May 11, 2021 By:
/s/ Matthew J.
3 unchanged sentences
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.