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As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 2/27/19 Coca-Cola Consolidated, Inc. 10-K 12/30/18 179:32M ActiveDisclosure/FA |
Document/Exhibit Description Pages Size
1: 10-K Annual Report HTML 2.26M
2: EX-10.17 Material Contract HTML 78K
3: EX-10.46 Material Contract HTML 66K
4: EX-10.56 Material Contract HTML 56K
5: EX-10.58 Material Contract HTML 62K
6: EX-21 Subsidiaries List HTML 68K
7: EX-23 Consent of Experts or Counsel HTML 52K
8: EX-31.1 Certification -- §302 - SOA'02 HTML 60K
9: EX-31.2 Certification -- §302 - SOA'02 HTML 60K
10: EX-32 Certification -- §906 - SOA'02 HTML 54K
17: R1 Document and Entity Information HTML 91K
18: R2 Consolidated Statements of Operations HTML 119K
19: R3 Consolidated Statements of Comprehensive Income HTML 95K
20: R4 Consolidated Balance Sheets HTML 190K
21: R5 Consolidated Balance Sheets (Parenthetical) HTML 80K
22: R6 Consolidated Statements of Cash Flows HTML 164K
23: R7 Consolidated Statements of Changes in HTML 77K
Stockholders' Equity
24: R8 Consolidated Statements of Changes in HTML 58K
Stockholders' Equity (Parenthetical)
25: R9 Description of Business and Summary of Significant HTML 129K
Accounting Policies
26: R10 Revenue Recognition HTML 187K
27: R11 Piedmont Coca-Cola Bottling Partnership HTML 61K
28: R12 Acquisitions and Divestitures HTML 396K
29: R13 Inventories HTML 71K
30: R14 Prepaid Expenses and Other Current Assets HTML 81K
31: R15 Property, Plant and Equipment, Net HTML 113K
32: R16 Leased Property Under Capital Leases HTML 69K
33: R17 Goodwill HTML 79K
34: R18 Distribution Agreements, Net HTML 104K
35: R19 Customer Lists and Other Identifiable Intangible HTML 94K
Assets, Net
36: R20 Other Accrued Liabilities HTML 93K
37: R21 Debt HTML 175K
38: R22 Derivative Financial Instruments HTML 135K
39: R23 Fair Values of Financial Instruments HTML 276K
40: R24 Other Liabilities HTML 80K
41: R25 Commitments and Contingencies HTML 145K
42: R26 Income Taxes HTML 345K
43: R27 Accumulated Other Comprehensive Income (Loss) HTML 492K
44: R28 Capital Transactions HTML 110K
45: R29 Benefit Plans HTML 662K
46: R30 Related Party Transactions HTML 244K
47: R31 Net Income (Loss) Per Share HTML 317K
48: R32 Risks and Uncertainties HTML 112K
49: R33 Supplemental Disclosures of Cash Flow Information HTML 165K
50: R34 Segments HTML 138K
51: R35 Quarterly Financial Data (Unaudited) HTML 317K
52: R36 Subsequent Event HTML 57K
53: R37 Valuation and Qualifying Accounts and Reserves HTML 112K
54: R38 Description of Business and Summary of Significant HTML 351K
Accounting Policies (Policies)
55: R39 Revenue Recognition (Tables) HTML 172K
56: R40 Acquisitions and Divestitures (Tables) HTML 377K
57: R41 Inventories (Tables) HTML 72K
58: R42 Prepaid Expenses and Other Current Assets (Tables) HTML 80K
59: R43 Property, Plant and Equipment, Net (Tables) HTML 112K
60: R44 Leased Property Under Capital Leases (Tables) HTML 68K
61: R45 Goodwill (Tables) HTML 78K
62: R46 Distribution Agreements, Net (Tables) HTML 105K
63: R47 Customer Lists and Other Identifiable Intangible HTML 95K
Assets, Net (Tables)
64: R48 Other Accrued Liabilities (Tables) HTML 92K
65: R49 Debt (Tables) HTML 169K
66: R50 Derivative Financial Instruments (Tables) HTML 139K
67: R51 Fair Values of Financial Instruments (Tables) HTML 253K
68: R52 Other Liabilities (Tables) HTML 79K
69: R53 Commitments and Contingencies (Tables) HTML 135K
70: R54 Income Taxes (Tables) HTML 342K
71: R55 Accumulated Other Comprehensive Income (Loss) HTML 493K
(Tables)
72: R56 Capital Transactions (Tables) HTML 104K
73: R57 Benefit Plans (Tables) HTML 688K
74: R58 Related Party Transactions (Tables) HTML 229K
75: R59 Net Income (Loss) Per Share (Tables) HTML 316K
76: R60 Risks and Uncertainties (Tables) HTML 107K
77: R61 Supplemental Disclosures of Cash Flow Information HTML 168K
(Tables)
78: R62 Segments (Tables) HTML 137K
79: R63 Quarterly Financial Data (Unaudited) (Tables) HTML 317K
80: R64 Description of Business and Summary of Significant HTML 143K
Accounting Policies - Additional Information
(Detail)
81: R65 Revenue Recognition - Additional Information HTML 83K
(Detail)
82: R66 Revenue Recognition - Schedule of Net Sales By HTML 77K
Category (Detail)
83: R67 Revenue Recognition - Disaggregation of Revenue HTML 73K
from Contracts with Customers (Detail)
84: R68 Piedmont Coca-Cola Bottling Partnership - HTML 95K
Additional Information (Detail)
85: R69 Acquisitions and Divestitures - Additional HTML 132K
Information (Detail)
86: R70 Acquisitions and Divestitures - Summary of Fair HTML 158K
Value of Acquired Assets and Assumed Liabilities
in 2017 of System Transformation Transactions, as
of Acquisition Date (Detail)
87: R71 Acquisitions and Divestitures - Summary of Fair HTML 129K
Value of Acquired Assets and Assumed Liabilities
as of Acquisition Dates (Detail)
88: R72 Acquisitions and Divestitures - Summary of HTML 92K
Carrying Value of Divested Assets and Liabilities
(Detail)
89: R73 Acquisitions and Divestitures - Schedule of HTML 72K
Consolidated Statement of Operations (Detail)
90: R74 Acquisitions and Divestitures - Schedule of HTML 71K
Unaudited Pro Forma Information (Detail)
91: R75 Inventories - Summary of Inventories (Detail) HTML 63K
92: R76 Prepaid Expenses and Other Current Assets - HTML 69K
Summary of Prepaid Expenses and Other Current
Assets (Detail)
93: R77 Property, Plant and Equipment, Net - Principal HTML 102K
Categories and Estimated Useful Lives of Property,
Plant and Equipment, Net (Detail)
94: R78 Property, Plant and Equipment, Net - Additional HTML 55K
Information (Detail)
95: R79 Leased Property Under Capital Leases - Additional HTML 60K
Information (Detail)
96: R80 Leased Property Under Capital Leases - Leased HTML 59K
Property Under Capital Leases (Detail)
97: R81 Goodwill - Schedule of Reconciliation of Activity HTML 64K
for Goodwill (Detail)
98: R82 Goodwill - Schedule of Reconciliation of Activity HTML 56K
for Goodwill (Parenthetical) (Detail)
99: R83 Goodwill - Additional Information (Detail) HTML 56K
100: R84 Distribution Agreements,Net - Additional HTML 78K
Information (Detail)
101: R85 Distribution Agreements, Net - Other Identifiable HTML 61K
Intangible Assets Net (Detail)
102: R86 Distribution Agreements, Net - Reconciliation of HTML 71K
Activity for Other Identifiable Intangible Assets
Net (Detail)
103: R87 Distribution Agreements, Net - Reconciliation of HTML 59K
Activity for Other Identifiable Intangible Assets
Net (Parenthetical) (Detail)
104: R88 Customer Lists and Other Identifiable Intangible HTML 75K
Assets, Net - Additional Information (Detail)
105: R89 Customer Lists and Other Identifiable Intangible HTML 61K
Assets, Net - Other Identifiable Intangible Assets
(Detail)
106: R90 Customer Lists and Other Identifiable Intangible HTML 66K
Assets, Net - Reconciliation of Activity for Other
Identifiable Intangible Assets (Detail)
107: R91 Customer Lists and Other Identifiable Intangible HTML 57K
Assets, Net - Reconciliation of Activity for Other
Identifiable Intangible Assets (Parenthetical)
(Detail)
108: R92 Other Accrued Liabilities - Summary of Other HTML 82K
Accrued Liabilities (Detail)
109: R93 Other Accrued Liabilities - Summary of Other HTML 58K
Accrued Liabilities (Parenthetical) (Detail)
110: R94 Debt - Summary of Debt (Detail) HTML 101K
111: R95 Debt - Summary of Debt (Parenthetical) (Detail) HTML 57K
112: R96 Debt - Principal Maturities of Debt Outstanding HTML 68K
(Detail)
113: R97 Debt - Additional Information (Detail) HTML 102K
114: R98 Derivative Financial Instruments - Summary of HTML 61K
Pre-Tax Changes in Fair Value (Detail)
115: R99 Derivative Financial Instruments - Summary of Fair HTML 67K
Values and Classification in Consolidated Balance
Sheets of Derivative Instruments (Detail)
116: R100 Derivative Financial Instruments - Summary of HTML 61K
Gross Derivative Assets and Gross Derivative
Liabilities in Consolidated Balance Sheets
(Detail)
117: R101 Derivative Financial Instruments - Summary of HTML 57K
Outstanding Commodity Derivative Agreements
(Detail)
118: R102 Fair Values of Financial Instruments - Additional HTML 82K
Information (Detail)
119: R103 Fair Values of Financial Instruments - Deferred HTML 104K
Compensation Plan Commodity Hedging Agreements and
Acquisition Related Contingent Consideration
(Detail)
120: R104 Fair Values of Financial Instruments - Summary of HTML 74K
Reconciliation of Acquisition Related Contingent
Consideration (Detail)
121: R105 Fair Values of Financial Instruments - Summary of HTML 56K
Reconciliation of Acquisition Related Contingent
Consideration (Parenthetical) (Detail)
122: R106 Other Liabilities - Summary of Other Liabilities HTML 67K
(Detail)
123: R107 Other Liabilities - Summary of Other Liabilities HTML 61K
(Parenthetical) (Detail)
124: R108 Commitments and Contingencies - Additional HTML 75K
Information (Detail)
125: R109 Commitments and Contingencies - Summary of Future HTML 115K
Minimum Lease Payments Including Renewal Options
for all Noncancelable Operating Leases and Capital
Leases (Detail)
126: R110 Commitments and Contingencies - Summary of HTML 59K
Company's Purchases from Manufacturing
Cooperatives (Detail)
127: R111 Income Taxes - Significant Components of the HTML 77K
Provision for Income Taxes (Detail)
128: R112 Income Taxes - Additional Information (Detail) HTML 94K
129: R113 Income Taxes - Reconciliation of Income Tax HTML 116K
Expense (benefit) at Statutory Federal Rate to
Actual Income Tax Expense (Benefit) (Detail)
130: R114 Income Taxes - Reconciliation of Uncertain Tax HTML 60K
Positions Excluding Accrued Interest (Detail)
131: R115 Income Taxes - Temporary Differences and HTML 116K
Carryforwards that Comprised Deferred Income Tax
Assets and Liabilities (Detail)
132: R116 Accumulated Other Comprehensive Income (Loss) - HTML 97K
Summary of Accumulated Other Comprehensive (Loss)
(Detail)
133: R117 Accumulated Other Comprehensive Income (Loss) - HTML 99K
Summary of Impact of Accumulated Other
Comprehensive Income (Loss) on Income Statement
(Detail)
134: R118 Capital Transactions - Additional Information HTML 80K
(Detail)
135: R119 Capital Transactions - Summary of the Awards Each HTML 66K
Year (Detail)
136: R120 Capital Transactions - Summary of Compensation HTML 59K
Expense for the Awards Issued Pursuant to the
Performance Unit Award Agreement (Detail)
137: R121 Benefit Plans - Additional Information (Detail) HTML 136K
138: R122 Benefit Plans - Liability Under Executive Benefit HTML 76K
Plans (Detail)
139: R123 Benefit Plans - Changes in Projected Benefit HTML 68K
Obligation (Detail)
140: R124 Benefit Plans - Change in Plan Assets (Detail) HTML 69K
141: R125 Benefit Plans - Funded Status (Detail) HTML 79K
142: R126 Benefit Plans - Amounts Recognized in the HTML 61K
Consolidated Balance Sheet (Detail)
143: R127 Benefit Plans - Net Periodic Pension Cost HTML 72K
(Benefit) (Detail)
144: R128 Benefit Plans - Significant Assumptions Used HTML 98K
(Detail)
145: R129 Benefit Plans - Anticipated Future Pension Benefit HTML 71K
Payments (Detail)
146: R130 Benefit Plans - Expected Weighted Average HTML 74K
Long-Term Rate of Return (Detail)
147: R131 Benefit Plans - Expected Weighted Average HTML 59K
Long-Term Rate of Return (Parenthetical) (Detail)
148: R132 Benefit Plans - Summary of Common/Collective Trust HTML 63K
Fund Pension Plan Assets (Detail)
149: R133 Benefit Plans - Reconciliation of Benefit HTML 78K
Obligation (Detail)
150: R134 Benefit Plans - Reconciliation of Plan Assets Fair HTML 71K
Value (Detail)
151: R135 Benefit Plans - Components of Net Periodic HTML 69K
Postretirement Benefit Cost (Detail)
152: R136 Benefit Plans - A 1% Increase or Decrease in HTML 62K
Annual Healthcare Cost (Detail)
153: R137 Benefit Plans - Reconciliation of Amounts in HTML 86K
Accumulated Other Comprehensive Loss That Have Not
Yet Been Recognized as Components of Net Periodic
Benefit Cost (Detail)
154: R138 Benefit Plans - Amounts in Accumulated Other HTML 65K
Comprehensive Loss Expected to be Recognized as
Components of Net Periodic Pension Costs or
Postretirement Benefits Costs in 2016 (Detail)
155: R139 Benefit Plans - Multiemployer Plans (Detail) HTML 66K
156: R140 Related Party Transactions - Additional HTML 142K
Information (Detail)
157: R141 Related Party Transactions - Summary of HTML 80K
Significant Transactions between Company and The
Coca-Cola Company (Detail)
158: R142 Related Party Transactions - Summarizes Purchases HTML 65K
and Sales Arrangements between the Company and CCR
(Detail)
159: R143 Related Party Transactions - Schedule of Asset HTML 118K
Purchase and Asset Exchange Transactions for the
Acquisition and Exchange of Distribution
Territories and Regional Manufacturing Facilities
(Detail)
160: R144 Related Party Transactions - Summary of Liability HTML 65K
to Estimated Fair Value of Contingent
Consideration (Detail)
161: R145 Related Party Transactions - Minimum Rentals and HTML 64K
Contingent Rental Payments (Detail)
162: R146 Net Income (Loss) Per Share - Computation of Basic HTML 124K
Net Income (Loss) Per Share and Diluted Net Income
(Loss) Per Share (Detail)
163: R147 Net Income (Loss) Per Share - Computation of Basic HTML 57K
Net Income (Loss) Per Share and Diluted Net Income
(Loss) Per Share (Parenthetical) (Detail)
164: R148 Risks and Uncertainties - Additional Information HTML 79K
(Detail)
165: R149 Risks and Uncertainties - Summary of Percentage of HTML 69K
Total Bottle/Can Sales Volume and Percentage Total
Net Sales to Its Largest Customers (Detail)
166: R150 Supplemental Disclosures of Cash Flow Information HTML 79K
- Summary of Changes in Current Assets and Current
Liabilities Affecting Cash Flows (Detail)
167: R151 Supplemental Disclosures of Cash Flow Information HTML 57K
- Net Cash Payments (Refunds) During the Period
for Interest and Income Taxes (Detail)
168: R152 Supplemental Disclosures of Cash Flow Information HTML 74K
- Significant Noncash Investing and Financing
Activities (Detail)
169: R153 Segments - Additional Information (Detail) HTML 56K
170: R154 Segments - Summary of Financial Information by HTML 84K
Segment (Detail)
171: R155 Quarterly Financial Data (Unaudited) - Schedule of HTML 80K
Quarterly Financial Data (Detail)
172: R156 Quarterly Financial Data (Unaudited) - Schedule of HTML 65K
Quarterly Financial Data (Parenthetical) (Detail)
173: R157 Quarterly Financial Data (Unaudited) - Summary of HTML 57K
Impact to Net Sales and SD&A Expenses (Detail)
174: R158 Quarterly Financial Data (Unaudited) - Schedule of HTML 71K
Quarterly Financial Data - Additional Information
(Detail)
175: R159 Subsequent Event - Additional Information (Detail) HTML 67K
176: R160 Schedule II - Valuation and Qualifying Accounts HTML 69K
and Reserves (Detail)
178: XML IDEA XML File -- Filing Summary XML 357K
177: EXCEL IDEA Workbook of Financial Reports XLSX 215K
11: EX-101.INS XBRL Instance -- coke-20181230 XML 10.28M
13: EX-101.CAL XBRL Calculations -- coke-20181230_cal XML 427K
14: EX-101.DEF XBRL Definitions -- coke-20181230_def XML 1.82M
15: EX-101.LAB XBRL Labels -- coke-20181230_lab XML 2.61M
16: EX-101.PRE XBRL Presentations -- coke-20181230_pre XML 2.47M
12: EX-101.SCH XBRL Schema -- coke-20181230 XSD 471K
179: ZIP XBRL Zipped Folder -- 0001564590-19-005000-xbrl Zip 487K
Exhibit 10.17
CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETED ASTERISKS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 24B-2 OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED.
FIRST AMENDMENT TO
NATIONAL PRODUCT SUPPLY GOVERNANCE AGREEMENT
This First Amendment to National Product Supply Governance Agreement (this “Amendment”) is adopted and effective as of October 26, 2018 (the “Effective Date”) by The Coca‑Cola Company, a Delaware corporation acting by and through its Coca-Cola North America Division, and each of the other members of the Coca‑Cola National Product Supply Group (the “NPSG”). Capitalized terms used but not otherwise defined herein shall have the respective meanings ascribed thereto in that certain National Product Supply Governance Agreement (the “National Product Supply Governance Agreement”), by and among the members of the NPSG, including those party by joinder.
WHEREAS, the National Product Supply Governance Agreement includes certain National Product Supply System governance processes and principles set forth in Schedule 1 attached thereto (the “Charter”); and
WHEREAS, the members of the NPSG desire to amend the National Product Supply Governance Agreement as set forth herein.
NOW, THEREFORE, in consideration of these promises and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged:
1.The National Product Supply Governance Agreement is hereby amended by deleting the provision of the Charter entitled “Creation of New NPS Legal Entity” and replacing it with the following:
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Creation of New NPS Legal Entity |
The Board may separately decide, at a future date (but no sooner than January 1, 2018), to form a separate legal entity to carry out the functions performed by NPSG. [***]. The details regarding this entity, including its legal structure, finances, governance, etc., will be agreed by the Board at the time of the formation of the separate entity. |
[***] – THIS CONFIDENTIAL INFORMATION HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT.
2.The National Product Supply Governance Agreement is hereby further amended by deleting items (6) and (7) of the provision of the Charter entitled “Voting; Extraordinary Matters” and replacing item (6) with the following:
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(6) [***]. |
3.The National Product Supply Governance Agreement is hereby further amended by adding the following new provision to the Charter immediately following the provision of the Charter entitled “Confidentiality”:
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Charter Amendments |
This Charter may only be amended or modified by a written instrument, signed by each member of the NPSG that has a right to designate a member of the Board, that states that it is an amendment or modification and refers specifically to the provisions of this Charter to be so amended or modified. |
4.The National Product Supply Governance Agreement is hereby further amended by replacing, in Attachment 1 to the Charter, the reference to [***].
5.Other than as expressly amended by this Amendment, the National Product Supply Governance Agreement will continue in effect in accordance with its terms.
6.This Amendment shall be governed by and construed in accordance with the laws of the State of Georgia, without regard to principles of conflict of laws.
7.This Amendment may be signed in counterparts, which together shall constitute one agreement.
[Signature Pages Follow]
2
[***] – THIS CONFIDENTIAL INFORMATION HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT.
IN WITNESS WHEREOF, the undersigned, constituting each of the members of the NPSG, have caused this Amendment to be executed by their duly authorized representatives as of the date first written above.
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THE COCA-COLA COMPANY |
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By and Through Its Coca‑Cola North America Division |
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By: |
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/s/ Darin S. Rice |
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Name: |
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Title: |
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Vice President, Franchise Operations and Bottler Capability |
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COCA-COLA BOTTLING CO. CONSOLIDATED |
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By: |
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/s/ David M. Katz |
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Name: |
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Title: |
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Executive Vice President |
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COCA-COLA BOTTLING COMPANY UNITED, INC. |
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By: |
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Name: |
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Title: |
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Vice President |
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SWIRE PACIFIC HOLDINGS INC. D/B/A SWIRE COCA‑COLA, USA |
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By: |
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/s/ Jeff Edwards |
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Name: |
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Title: |
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Vice President |
[Signatures Continue on the Following Page]
Signature Page to First Amendment to National Product Supply Governance Agreement
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COCA‑COLA BEVERAGES FLORIDA, LLC |
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By: |
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/s/ Deborah Pond |
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Name: |
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Title: |
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Senior Vice President, General Counsel |
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GREAT LAKES COCA-COLA DISTRIBUTION, L.L.C. |
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By: |
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/s/ Jeff Laschen |
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Name: |
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Title: |
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Chief Executive Officer |
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MIDWEST REGIONAL PRODUCT SUPPLY GROUP |
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By: |
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Heartland Coca‑Cola Bottling Company |
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Its: |
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Chairman |
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By: |
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/s/ Ray Reddrick |
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Name: |
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Title: |
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Vice President, Supply Chain |
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COCA‑COLA SOUTHWEST BEVERAGES LLC |
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By: |
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/s/ Stacy Green |
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Name: |
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Title: |
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Vice President, Supply Chain |
[Signatures Continue on the Following Page]
Signature Page to First Amendment to National Product Supply Governance Agreement
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NORTHEAST REGIONAL PRODUCT SUPPLY GROUP |
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By: |
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Liberty Coca‑Cola Beverages LLC |
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Its: |
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Chairman |
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By: |
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/s/ John Sweeney |
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Name: |
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Title: |
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Vice President, Supply Chain |
Signature Page to First Amendment to National Product Supply Governance Agreement
| This ‘10-K’ Filing | Date | Other Filings | ||
|---|---|---|---|---|
 | ||||
| Filed on: | 2/27/19 | None on these Dates | ||
| For Period end: | 12/30/18 | |||
| 10/26/18 | ||||
| 1/1/18 | ||||
| List all Filings | ||||
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 2/21/24 Coca-Cola Consolidated, Inc. 10-K 12/31/23 145:15M 2/22/23 Coca-Cola Consolidated, Inc. 10-K 12/31/22 142:53M 2/22/22 Coca-Cola Consolidated, Inc. 10-K 12/31/21 146:19M 2/26/21 Coca-Cola Consolidated, Inc. 10-K 12/31/20 150:19M |