-----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, GPqYjmwz+aVMOiXiQoYZz6Y9hi4WTQHp42PwGK8+EgpLgoP6cePax4mz3EwD++MZ AT52Z0hrqMFkPYTPN1NXvA== 0001104659-10-030198.txt : 20100521 0001104659-10-030198.hdr.sgml : 20100521 20100521170144 ACCESSION NUMBER: 0001104659-10-030198 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 3 FILED AS OF DATE: 20100521 DATE AS OF CHANGE: 20100521 GROUP MEMBERS: BILL & MELINDA GATES FOUNDATION TRUST GROUP MEMBERS: MELINDA FRENCH GATES GROUP MEMBERS: WILLIAM H. GATES III SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: COCA COLA FEMSA SAB DE CV CENTRAL INDEX KEY: 0000910631 STANDARD INDUSTRIAL CLASSIFICATION: BOTTLED & CANNED SOFT DRINKS CARBONATED WATERS [2086] IRS NUMBER: 000000000 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-52421 FILM NUMBER: 10851685 BUSINESS ADDRESS: STREET 1: GUILLERMO GONZALEZ CAMARENA NO. 600 STREET 2: COL. CENTRO DE CIUDAD SANTA FE CITY: DELEGACION ALVARO OB STATE: O5 ZIP: DF 01210 BUSINESS PHONE: 5255335300 MAIL ADDRESS: STREET 1: GUILLERMO GONZALEZ CAMARENA NO. 600 STREET 2: COL. CENTRO DE CIUDAD SANTA FE CITY: DELEGACION ALVARO OB STATE: O5 ZIP: DF 01210 FORMER COMPANY: FORMER CONFORMED NAME: COCA COLA FEMSA SA DE CV DATE OF NAME CHANGE: 19930814 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: CASCADE INVESTMENT LLC CENTRAL INDEX KEY: 0001052192 IRS NUMBER: 911680459 STATE OF INCORPORATION: WA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 2365 CARILLON POINT CITY: KIRKLAND STATE: WA ZIP: 98033 BUSINESS PHONE: 4258030720 MAIL ADDRESS: STREET 1: 2365 CARILLON POINT CITY: KIRKLAND STATE: WA ZIP: 98033 SC 13D/A 1 a10-10718_1sc13da.htm SC 13D/A

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 6)*

Coca-Cola FEMSA, S.A.B. de C.V.

(Name of Issuer)

Series L Shares, without par value

(Title of Class of Securities)

191241108(1)

(CUSIP Number)

Laurie Smiley, Esq.

Arian Colachis, Esq.

2365 Carillon Point

Kirkland, WA 98033

(425) 889-7900

(Name, Address and Telephone Number of Persons Authorized to

Receive Notices and Communications)

May 19, 2010

(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 that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box [ ].

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See § 240.13d-7 for other parties to whom copies are to be sent.

*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).

(1) CUSIP Number is for the American Depositary Shares (ADSs) representing the Series L Shares only. Each ADS represents 10 Series L Shares, without par value.

CUSIP No. 191241108

	1	Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only) Cascade Investment, L.L.C.

	2	Check the Appropriate Box if a Member of a Group (See Instructions)

		(a) o

		(b) ý

	3	SEC Use Only

	4	Source of Funds (See Instructions) WC

	5	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o

	6	Citizenship or Place of Organization State of Washington

			7	Sole Voting Power
				18,236,570(1)
	Number of
	Shares		8	Shared Voting Power
	Beneficially			-0-
	Owned by
	Each		9	Sole Dispositive Power
	Reporting			18,236,570(1)
	Person With
			10	Shared Dispositive Power
				-0-

	11	Aggregate Amount Beneficially Owned by Each Reporting Person 18,236,570(1)

	12	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o

	13	Percent of Class Represented by Amount in Row (11) 6.7%

	14	Type of Reporting Person (See Instructions) OO

(1) Cascade Investment, L.L.C. (“Cascade”) holds 1,823,657 American Depositary Shares (“ADSs”), each representing 10 Series L Shares, without par value. The Series L Shares underlying the ADSs held by Cascade represent 6.7% of the outstanding Series L Shares. All ADSs held by Cascade may be deemed to be beneficially owned by William H. Gates III as the sole member of Cascade.

CUSIP No. 191241108

	1	Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only) Bill & Melinda Gates Foundation Trust

	2	Check the Appropriate Box if a Member of a Group (See Instructions)

		(a) o

		(b) ý

	3	SEC Use Only

	4	Source of Funds (See Instructions) WC

	5	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o

	6	Citizenship or Place of Organization State of Washington

			7	Sole Voting Power
				-0-
	Number of
	Shares		8	Shared Voting Power
	Beneficially			55,275,950(1)
	Owned by
	Each		9	Sole Dispositive Power
	Reporting			-0-
	Person With
			10	Shared Dispositive Power
				55,275,950(1)

	11	Aggregate Amount Beneficially Owned by Each Reporting Person 55,275,950(1)

	12	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o

	13	Percent of Class Represented by Amount in Row (11) 20.4%

	14	Type of Reporting Person (See Instructions) OO

(1) Bill & Melinda Gates Foundation Trust (the “Trust”) beneficially owns 5,527,595 American Depositary Shares (“ADSs”), each representing 10 Series L Shares, without par value. The Series L Shares underlying the ADSs beneficially owned by the Trust represent 20.4% of the outstanding Series L Shares. For purposes of Rule 13d-3 under the Securities Exchange Act of 1934, as amended, all the ADSs beneficially owned by the Trust may be deemed to be beneficially owned by William H. Gates III and Melinda French Gates as Co-Trustees of the Trust.

CUSIP No. 191241108

	1	Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only) Melinda French Gates

	2	Check the Appropriate Box if a Member of a Group (See Instructions)

		(a) o

		(b) ý

	3	SEC Use Only

	4	Source of Funds (See Instructions) WC

	5	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o

	6	Citizenship or Place of Organization United States of America

			7	Sole Voting Power
				-0-
	Number of
	Shares		8	Shared Voting Power
	Beneficially			55,275,950(1)
	Owned by
	Each		9	Sole Dispositive Power
	Reporting			-0-
	Person With
			10	Shared Dispositive Power
				55,275,950(1)

	11	Aggregate Amount Beneficially Owned by Each Reporting Person 55,275,950(1)

	12	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o

	13	Percent of Class Represented by Amount in Row (11) 20.4%

	14	Type of Reporting Person (See Instructions) IN

CUSIP No. 191241108

	1	Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only) William H. Gates III

	2	Check the Appropriate Box if a Member of a Group (See Instructions)

		(a) o

		(b) ý

	3	SEC Use Only

	4	Source of Funds (See Instructions) WC

	5	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o

	6	Citizenship or Place of Organization United States of America

			7	Sole Voting Power
				18,236,570(1)
	Number of
	Shares		8	Shared Voting Power
	Beneficially			55,275,950(2)
	Owned by
	Each		9	Sole Dispositive Power
	Reporting			18,236,570(1)
	Person With
			10	Shared Dispositive Power
				55,275,950(2)

	11	Aggregate Amount Beneficially Owned by Each Reporting Person 73,512,520(1)(2)

	12	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o

	13	Percent of Class Represented by Amount in Row (11) 27.1%

	14	Type of Reporting Person (See Instructions) IN

(1) Cascade Investment, L.L.C. (“Cascade”) holds 1,823,657American Depositary Shares (“ADSs”), each representing 10 Series L Shares, without par value. The Series L Shares underlying the ADSs held by Cascade represent 6.7% of the outstanding Series L Shares. All ADSs held by Cascade may be deemed to be beneficially owned by William H. Gates III as the sole member of Cascade.

(2) Bill & Melinda Gates Foundation Trust (the “Trust”) beneficially owns 5,527,595 American Depositary Shares (“ADSs”), each representing 10 Series L Shares, without par value. The Series L Shares underlying the ADSs beneficially owned by the Trust represent 20.4% of the outstanding Series L Shares. For purposes of Rule 13d-3 under the Securities Exchange Act of 1934, as amended, all the ADSs beneficially owned by the Trust may be deemed to be beneficially owned by William H. Gates III and Melinda French Gates as Co-Trustees of the Trust.

EXPLANATORY NOTE

This Amendment No. 6 to Schedule 13D (“Amendment”) relates to American Depository Shares (“ADSs”) of Coca-Cola FEMSA, S.A.B de C.V. (the “Issuer”), each of which represent 10 Series L Shares, without par value (“Series L Shares”). This Amendment is being jointly filed by Cascade Investment, L.L.C. (“Cascade”), Bill & Melinda Gates Foundation Trust (the “Trust”), William H. Gates III and Melinda French Gates (collectively, the “Reporting Persons”), to amend and supplement the Items set forth below of the Reporting Persons’ Schedule 13D previously filed with the Securities and Exchange Commission on August 1, 2008, as amended on January 15, 2010, January 29, 2010, February 10, 2010, March 10, 2010 and May 7, 2010. Neither the present filing nor anything contained herein shall be construed as an admission that the Reporting Persons constitute a “group” for any purpose.

Item 3. Source and Amount of Funds or Other Consideration

Each of Cascade and the Trust purchased its respective ADSs with its working capital in the amount set forth in Exhibits 99.1 and 99.2 to this filing.

Item 5. Interest in Securities of the Issuer

(a) See items 11 and 13 of the cover pages to this Schedule 13D for the aggregate number and percentage of Series L Shares beneficially owned by each of the Reporting Persons.

(b) See items 7 through 10 of the cover pages to this Schedule 13D for the number and percentage of Series L Shares beneficially owned by each of the Reporting Persons as to which there is sole power to vote or to direct the vote, shared power to vote or to direct the vote, and sole or shared power to dispose or to direct the disposition.

(c) Cascade purchased 170,308 ADSs for cash in open market transactions on the dates and at the weighted-average purchase price per ADS set forth in Exhibit 99.1, attached hereto and incorporated herein by reference.

The Trust purchased 170,306 ADSs for cash in open market transactions on the dates and at the weighted-average purchase price per ADS set forth in Exhibit 99.2, attached hereto and incorporated herein by reference.

(d) None.

(e) Not applicable.

Item 7. Material to be Filed as Exhibits

Exhibit 99.1 Transactions by Cascade during the period May 7, 2010 through May 20, 2010

Exhibit 99.2 Transactions by the Trust during the period May 7, 2010 through May 20, 2010

SIGNATURE

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.

Date: May 21, 2010	CASCADE INVESTMENT, L.L.C.(1)
	By:	*
		Name:		Alan Heuberger(2)
		Title:		Attorney-in-fact for Michael Larson, Business Manager

	BILL & MELINDA GATES FOUNDATION TRUST(1)

	By:	*
		Name:		Alan Heuberger(3)
		Title:		Attorney-in-fact for each of the Co-Trustees, William H. Gates III and Melinda French Gates

	WILLIAM H. GATES III(1)

	By:	*
		Name:		Alan Heuberger(3)(4)
		Title:		Attorney-in-fact

	MELINDA FRENCH GATES(1)

	By:	*
		Name:		Alan Heuberger(3)
		Title:		Attorney-in-fact

	*By:		/s/ Alan Heuberger
			Alan Heuberger

(1) This Amendment is being filed jointly by the Reporting Persons pursuant to the Joint Filing Agreement dated July 30, 2008 and included with the signature page to the Reporting Persons’ Schedule 13D with respect to the Issuer filed on August 1, 2008, SEC File No. 005-52421 and incorporated by reference herein.

(2) Duly authorized under Special Limited Power of Attorney appointing Alan Heuberger attorney-in-fact, dated August 12, 2008, by and on behalf of Michael Larson, filed as Exhibit 99.1 to Amendment No. 1 to Cascade’s Schedule 13D with respect to Otter Tail Corporation on April 15, 2009, SEC File No. 005-06638 and incorporated by reference herein.

(3) Duly authorized under Special Limited Power of Attorney appointing Alan Heuberger attorney-in-fact, dated August 12, 2008, by and on behalf of William H. Gates III and Melinda French Gates as Co-Trustees, filed as Exhibit 99.5 to Cascade’s Schedule 13D with respect to Grupo Televisa, S.A.B. on May 6, 2009, SEC File No. 005-60431 and incorporated by reference herein.

(4) Duly authorized under Special Limited Power of Attorney appointing Alan Heuberger attorney-in-fact, dated August 12, 2008, by and on behalf of William H. Gates III, filed as Exhibit 99.2 to Amendment No. 1 to Cascade’s Schedule 13D with respect to Otter Tail Corporation on April 15, 2009, SEC File No. 005-06638 and incorporated by reference herein.

EX-99.1 2 a10-10718_1ex99d1.htm EX-99.1

Exhibit 99.1

The table below specifies the date, amount and weighted average price per ADS purchased by Cascade Investment, L.L.C. (“Cascade”) during the period May 7, 2010 through May 20, 2010. Cascade undertakes to provide upon request by the staff of the Securities and Exchange Commission full information regarding the number of ADSs purchased at each separate price. All transactions were effected in the open market on the New York Stock Exchange or through Electronic Communication Networks.

Date of Purchase	Number of ADSs Purchased	Weighted Average Price/Price Per ADS ($)	Range of Price Paid ($)

5/7/2010	11,450	63.0409	62.40	-	63.39
5/7/2010	6,450	63.7218	63.40	-	64.21
5/10/2010	1,266	66.7102	66.45	-	67.42
5/10/2010	534	67.6880	67.56	-	67.91
5/11/2010	9,638	68.2717	67.50	-	68.4925
5/11/2010	2,862	68.6161	68.50	-	69.12
5/12/2010	9,500	68.5874	68.14	-	69.13
5/13/2010	24,950	68.6725	68.29	-	69.20
5/13/2010	50	69.3200
5/14/2010	21,500	67.4599	67.095	-	68.03
5/14/2010	50	68.3100
5/17/2010	3,737	66.2336	65.61	-	66.53
5/17/2010	3,950	67.0890	66.63	-	67.62
5/17/2010	5,363	68.0040	67.63	-	68.58
5/17/2010	100	68.7800
5/18/2010	15,773	67.1814	66.77	-	67.75
5/18/2010	5,350	68.3469	67.83	-	68.81
5/18/2010	3,586	69.2538	68.84	-	69.82
5/18/2010	514	69.9256	69.85	-	69.99
5/19/2010	20,400	66.1918	65.61	-	66.6
5/19/2010	2,100	66.7703	66.61	-	67.20
5/20/2010	16,796	64.3677	63.765	-	64.76
5/20/2010	4,389	65.0217	64.77	-	65.33

EX-99.2 3 a10-10718_1ex99d2.htm EX-99.2

Exhibit 99.2

The table below specifies the date, amount and weighted average price per ADS purchased by the Bill & Melinda Gates Foundation Trust (the “Trust”) during the period May 7, 2010 through May 20, 2010. The Trust undertakes to provide upon request by the staff of the Securities and Exchange Commission full information regarding the number of ADSs purchased at each separate price. All transactions were effected in the open market on the New York Stock Exchange or through Electronic Communication Networks.

Date of Purchase	Number of ADSs Purchased	Weighted Average Price/Price Per ADS ($)	Range of Price Paid ($)

5/7/2010	11,450	63.0409	62.40	-	63.39
5/7/2010	6,450	63.7218	63.40	-	64.21
5/10/2010	1,266	66.7102	66.45	-	67.42
5/10/2010	534	67.6880	67.56	-	67.91
5/11/2010	9,637	68.2717	67.50	-	68.4925
5/11/2010	2,863	68.6161	68.50	-	69.12
5/12/2010	9,500	68.5874	68.14	-	69.13
5/13/2010	24,950	68.6725	68.29	-	69.20
5/13/2010	50	69.3200
5/14/2010	21,500	67.4599	67.095	-	68.03
5/14/2010	50	68.3100
5/17/2010	3,738	66.2336	65.61	-	66.53
5/17/2010	3,950	67.0890	66.63	-	67.62
5/17/2010	5,362	68.0040	67.63	-	68.58
5/17/2010	100	68.7800
5/18/2010	15,772	67.1814	66.77	-	67.75
5/18/2010	5,350	68.3469	67.83	-	68.81
5/18/2010	3,586	69.2538	68.84	-	69.82
5/18/2010	514	69.9256	69.85	-	69.99
5/19/2010	20,400	66.1918	65.61	-	66.6
5/19/2010	2,100	66.7703	66.61	-	67.20
5/20/2010	16,795	64.3677	63.765	-	64.76
5/20/2010	4,389	65.0217	64.77	-	65.33

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