FORM 6-K
Securities and Exchange Commission
Washington, D.C. 20549
Report of Foreign Issuer
Pursuant To Rule 13a-16 Or 15d-16
Of The
Securities Exchange Act of 1934
For the month of October 2003 Commission file number 1-12260
COCA-COLA FEMSA, S.A. de C.V.
(Translation of Registrant's name into English)
Guillermo Gonzalez Camarena No. 600
Col. Centro de Ciudad Santa Fe
Delegacion Alvaro Obregon
Mexico, D.F. 01210
(Address of principal office)
(Indicate by check mark whether the registrant files or will file annual
reports under cover of Form 20-F or Form 40-F.)
(Check One) Form 20-F |X| Form 40-F |_|
(Indicate by check mark whether the registrant by furnishing the
information contained in this Form is also thereby furnishing information to the
Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of
1934.)
(Check One) Yes |_| No |X|
(If "Yes" is marked, indicate below the file number assigned to the
registrant in connection with Rule 12g3-2(b). 82- .)
CONFIRMED COPY
FORM 6-K
Securities and Exchange Commission
Washington, D.C. 20549
Report of Foreign Issuer
Pursuant To Rule 13a-16 Or 15d-16
Of The
Securities Exchange Act of 1934
For the month of October 2003 Commission file number 1-12260
COCA-COLA FEMSA, S.A. de C.V.
(Translation of Registrant's name into English)
Guillermo Gonzalez Camarena No. 600
Col. Centro de Ciudad Santa Fe
Delegacion Alvaro Obregon
Mexico, D.F. 01210
(Address of principal office)
(Indicate by check mark whether the registrant files or will file annual
reports under cover of Form 20-F or Form 40-F.)
(Check One) Form 20-F |X| Form 40-F |_|
(Indicate by check mark whether the registrant by furnishing the
information contained in this Form is also thereby furnishing information to the
Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of
1934.)
(Check One) Yes |_| No |X|
(If "Yes" is marked, indicate below the file number assigned to the
registrant in connection with Rule 12g3-2(b). 82- .)
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, thereunto duly authorized.
COCA-COLA FEMSA, S.A. DE C.V.
(Registrant)
Date: October 31, 2003 By: /s/ HECTOR TREVINO GUTIERREZ
--------------------------------
Name: Hector Trevino Gutierrez
Title: Chief Financial Officer
PRESS RELEASE [LOGO] Coca-Cola
FOR IMMEDIATE RELEASE COCA-COLA FEMSA, S.A. DE C.V.
FOR FURTHER INFORMATION: FEMSA
Alfredo Fernandez / Julieta Naranjo
Investor Relations Department
Coca-Cola FEMSA, S.A. de C.V.
(52-55) 5081-5120 / 5121 / 5148
afernandeze@kof.com.mx / jnaranjo@kof.com.mx
WEBSITE: www.cocacola-femsa.com.mx
COCA-COLA FEMSA Announces Solicitation of Consents with Respect to
Interamericana's 2009 Notes
Mexico City (October 31, 2003) - Coca-Cola FEMSA, S.A. de C.V. (NYSE: KOF; BMV:
KOFL), the largest Coca-Cola bottler in Latin America and second largest
Coca-Cola bottler as measured by sales volume in unit cases sold in 2002,
announced today that its wholly-owned subsidiary, Corporacion Interamericana de
Bebidas, S.A. de C.V. (formerly Panamerican Beverages, Inc.) ("Interamericana"),
will commence today, the solicitation of consents to a proposed amendment to the
Indenture pursuant to which its U.S.$300,000,000 7 1/4% Senior Notes due 2009
(the "Notes") were issued.
On Friday October 24, 2003, Moody's Investor Service upgraded the Notes to Baa2
following the issuance of an unconditional and irrevocable guarantee by
Coca-Cola FEMSA of Interamericana's payment obligations under the Notes and
Indenture (the "Guarantee"). The Notes are rated BBB by Standard and Poor's and
Fitch.
As more fully described in the Consent Solicitation Statement to be delivered to
the holders of Notes, the Proposed Amendment would amend the Indenture to
require Coca-Cola FEMSA to make available to holders of Notes (by means of
filing with, or furnishing to, the U.S. Securities and Exchange Commission or
otherwise), all its reports filed with, or furnished to, the SEC under the
Securities Exchange Act of 1934, as amended, and the rules and forms thereunder,
instead of requiring Interamericana to provide reports relating exclusively to
it, with financial statements prepared in accordance with U.S. generally
accepted accounting principles. Coca-Cola FEMSA currently prepares its financial
statements in accordance with Mexican generally accepted accounting principles,
as reconciled to U.S. GAAP to the extent required under the Exchange Act and the
rules and forms thereunder.
Interamericana will cause to be paid $1.00 in cash for each $1,000 aggregate
principal amount of Notes with respect to which a valid Consent is received by
5:00 p.m., New York City time, on Tuesday November 18, 2003 (unless extended)
and not validly revoked, if, among other conditions, Interamericana receives the
Consent of holders of at least a majority of the aggregate principal amount of
Notes outstanding prior to the expiration date. Holders who do not consent in
favor of the Proposed Amendment or who validly revoke a Consent will not be
entitled to receive the Consent Fee.
1
The Complete terms of the Consent are described in the Consent Solicitation
Statement to be provided to Holders.
Morgan Stanley & Co. Incorporated is acting as exclusive Solicitation Agent with
respect to the consent solicitation. Questions with respect to the terms of the
consent solicitation should be directed to Morgan Stanley at (800) 624-1808
(U.S. toll-free) and (212) 761-1897 (collect).
D.F. King & Co., Inc. has been retained to act as Tabulation Agent and
Information Agent with respect to the consent solicitation. Copies of the
Consent Solicitation Statement may be obtained from and requests for assistance
in completing and delivering the required documents or requests for additional
copies of such documents should be directed to D.F. King at (800) 431-9645 (U.S.
toll-free) and (212) 269-5550 (collect).
* * *
Coca-Cola FEMSA, S.A. de C.V. produces Coca-Cola, Sprite, Fanta, Lift and other
trademark beverages of The Coca-Cola Company in Mexico (a substantial part of
central Mexico, including Mexico City and Southeast of Mexico), Guatemala
(Guatemala City and surrounding areas), Nicaragua (nationwide), Costa Rica
(nationwide), Panama (nationwide), Colombia (most of the country), Venezuela
(nationwide), Brazil (greater Sao Paulo, Campinas, Santos and part of Mato
Grosso do Sul) and Argentina (Gran Buenos Aires), along with bottled water, beer
and other beverages in some of these territories.
The Company has 34 bottling facilities in Latin America and serves more than
1,400,000 retailers Latin America. Coca-Cola FEMSA currently accounts for almost
10% of Coca-Cola global sales, approximately 40% of all Coca-Cola sales in Latin
America. The Coca-Cola Company owns a 39.6% equity interest in Coca-Cola FEMSA.
* * *
This news release may contain forward-looking statements concerning Coca-Cola
FEMSA's future performance and should be considered as good faith estimates of
Coca-Cola FEMSA. These forward-looking statements reflect management's
expectations and are based upon currently available data. Actual results are
subject to future events and uncertainties that could materially impact the
Company's actual performance.
References herein to "U.S.$" are to United States dollars.