0000947871-17-000836.txt : 20171027 0000947871-17-000836.hdr.sgml : 20171027 20171027062011 ACCESSION NUMBER: 0000947871-17-000836 CONFORMED SUBMISSION TYPE: 6-K PUBLIC DOCUMENT COUNT: 6 CONFORMED PERIOD OF REPORT: 20171027 FILED AS OF DATE: 20171027 DATE AS OF CHANGE: 20171027 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Coca-Cola Bottlers Japan Inc. CENTRAL INDEX KEY: 0001672908 STANDARD INDUSTRIAL CLASSIFICATION: BOTTLED & CANNED SOFT DRINKS CARBONATED WATERS [2086] IRS NUMBER: 000000000 STATE OF INCORPORATION: M0 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 6-K SEC ACT: 1934 Act SEC FILE NUMBER: 333-216213 FILM NUMBER: 171157836 BUSINESS ADDRESS: STREET 1: 7-9-66 HAKOZAKI, HIGASHI-KU CITY: FUKUOKA STATE: M0 ZIP: 812-8650 BUSINESS PHONE: 81-92-641-8774 MAIL ADDRESS: STREET 1: 7-9-66 HAKOZAKI, HIGASHI-KU CITY: FUKUOKA STATE: M0 ZIP: 812-8650 FORMER COMPANY: FORMER CONFORMED NAME: Coca-Cola West Co., Ltd. DATE OF NAME CHANGE: 20160422 6-K 1 ss64045_6k.htm REPORT OF FOREIGN PRIVATE ISSUER

 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

Form 6-K

REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 UNDER
THE SECURITIES EXCHANGE ACT OF 1934


For the month of October 2017

Commission File Number 333-216213

Coca-Cola Bottlers Japan Inc.
(Translation of registrant’s name into English)

Midtown Tower 11F 9-7-1 Akasaka, Minato-Ku
Tokyo 107-6241 Japan
(Address of principal executive office)


Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

Form 20-F  X   Form 40-F______

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):               

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):               

 
 


 
 
Materials Contained in this Report:


1.
Consolidated Financial Summary for the Third Quarter Ended September 30, 2017
2.
Press release titled “Notice Regarding a Corporate Split-Off (Simplified/Abbreviated Split-Off),” dated October 27, 2017
 
3.
Press release titled “Notice on the organizational restructuring of CCBJI group and change of trade names of CCBJI and its subsidiary,” dated October 27, 2017
 
 
 
 
 
 
 
 
 
 

 


 
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 Bottlers Japan Inc.
 
 
 
 
 
       
 
By:
 /s/ Tamio Yoshimatsu
 
 
Name:
Tamio Yoshimatsu
 
 
Title:
Representative Director & President
 
 
 
 
 


 
 


Date:  October 27, 2017
 
 
 
 
 
 

EX-99.1 2 ss64045_ex9901.htm CONSOLIDATED FINANCIAL SUMMARY
This document is a summary translation of the Japanese language original version. In the event of any discrepancy, errors and/or omissions, the Japanese language version shall prevail.
 
Consolidated Financial Summary for
the Third Quarter Ended September 30, 2017 (Japanese Standard)
 
October 27, 2017
 
Listed company name: Coca-Cola Bottlers Japan Inc.
Listed stock exchanges:  Tokyo and Fukuoka
Code number:  2579
URL: https://en.ccbji.co.jp
Delegate:
Title: Representative Director & President
Name: Tamio Yoshimatsu
Contact:
Title: Leader, Finance Controller Group
Name:  Masakiyo Uike
Phone:   +81-3-6896-1707
Expected date of quarterly report submission: November 10, 2017
Expected date of the dividend payments: -
FY 2017 3Q supplementary information: Yes
 
FY 2017 3Q financial presentation: Yes
 
(Fractions of one million yen are rounded down)
1.
Consolidated financial results for the 3rd quarter 2017 (from January 1, 2017 to September 30, 2017)
(Percentages indicate changes over the same period in the prior fiscal year)
(1)
Consolidated financial results
 
Net revenues
Operating income
Recurring income
Net profit attributable to shareholders of parent
 
 
million yen
%
million yen
%
million yen
%
million yen
%
3nd quarter 2017
645,088
82.4
38,606
102.9
37,876
106.7
23,797
123.9
3nd quarter 2016
353,710
7.3
19,025
65.3
18,320
62.2
10,627
(25.9)
Note:
Comprehensive income
3Q 2017: 26,707 million yen 228.5%
 
3Q 2016:8,129 million yen (44.1)%
 
 
Earnings
per share
Diluted earnings
per share
 
 
yen
yen
 
3nd quarter 2017
143.17
 
3nd quarter 2016
97.37
 

(2)
Consolidated financial position
 
Total assets
Net assets
Net assets (excl. minority interests) to total assets
As of
million yen
million yen
%
3nd quarter 2017
889,577
622,831
69.9
Full year 2016
377,468
261,173
69.1
Reference: Net assets (excl. minority interests)
3Q 2017: 621,853 million yen
 
End of 2016: 260,758 million yen

2.
Dividends
 
Dividends per share
(Record date)
End of 1Q
End of 2Q
End of 3Q
Year-end
Annual
Year ended
yen
yen
yen
yen
yen
Full year 2016
22.00
24.00
46.00
Full year 2017
22.00
   
Full year 2017 (forecast)
   
 
22.00
44.00
Note:
Revisions to the cash dividends forecasts most recently announced: None
End of 2Q FY 2016 dividend
: an ordinary dividend of 21.00 yen, a commemorative dividend of 1.00 yen
FY 2016 ending dividend
: an ordinary dividend of 23.00 yen, a commemorative dividend of 1.00 yen
 

3. Forecast of consolidated financial results 2017 (from January 1, 2017 to December 31, 2017)
(Percentages indicate changes over the same period in the prior fiscal year)
 
Net revenues
Operating income
Recurring income
Net profit
attributable to shareholders of
 parent
Earnings
per share
 
million yen
%
million yen
%
million yen
%
million yen
%
Yen
Full year 2017
906,500
96.9
40,100
89.7
38,100
84.9
21,500
309.9
122.85
Note:
Revisions to the forecasts of consolidated financial results most recently announced: None
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

Notes
(1)
Changes in significant subsidiaries during the current period
: Yes
 
(changes in specified subsidiaries resulting in change in scope of consolidation)
 
 
Newly included: One (Coca-Cola East Japan Co., Ltd.)
Excluded: None
 
 
Note:
Please refer to “2. Quarterly Consolidated Financial Statements (3) Notes to Quarterly Consolidated Financial Statements (Change in Significant Subsidiaries during the Current Period)” on page 8 for details.
     
(2)
Application of special accounting for preparing the quarterly consolidated financial statement
: None
     
(3)
Changes in accounting policies, changes in accounting estimates, and restatement of prior period financial statements after error corrections
 
1) Changes in accounting policies due to revisions to accounting standards and other regulations
: None
 
2) Changes other than those in 1) above
: Yes
 
3) Changes in accounting estimates
: Yes
 
4) Restatement of prior period financial statements after error corrections
: None
     
(4)
Number of outstanding shares (common shares)
 
 
1) Number of outstanding shares at the end of period (including treasury shares):
 
   
3Q 2017: 206,268,593 shares
FY 2016: 111,125,714 shares
 
 
2) Number of treasury shares at the end of period:
 
   
3Q 2017: 2,012,035 shares
FY 2016: 1,989,069 shares
 
 
3) Average number of outstanding shares at end of period (nine months):
 
   
3Q 2017: 166,211,884 shares
3Q 2016: 109,138,069 shares
 
 
Note:
The total number of outstanding shares increased by 95,142,879 to 206,268,593 as of April 1, 2017 in connection with the integration with Coca-Cola East Japan Co., Ltd.
           
 
*
These Consolidated Financial Results are not subject to quarterly review procedures.
 
*
Explanation regarding appropriate use of the forecast, other special instructions
Figures in the above forecast are based on information available to management at the time of announcement.
Due to number of inherent uncertainties in the forecast, actual results may differ materially from the forecast. Furthermore, please refer to “1. Qualitative Information on the Financial Summary for this Quarter (3) Information on the Future Outlook, Including Forecast of Consolidated Financial Results” on page 3 for matters relating to performance forecasts.
 
 
 

Table of contents

 
Page
Attachment
1.
Qualitative Information on the Financial Summary for this Quarter
 
 
(1)
Details of Consolidated Financial Results
2
 
(2)
Details of Consolidated Financial Position
3
 
(3)
Information on the Future Outlook, Including Forecast of Consolidated Financial Results
3
2.
Quarterly Consolidated Financial Statements
 
 
(1)
Quarterly Consolidated Balance Sheets
4
 
(2)
Quarterly Consolidated Statements of Income and Comprehensive Income
6
   
Quarterly Consolidated Statements of Income
6
   
Quarterly Consolidated Statements of Comprehensive Income
7
 
(3)
Notes to Quarterly Consolidated Financial Statements
8
   
(Notes Relating to Assumptions for the Going Concern)
8
   
(Change in Significant Subsidiaries during the Current Period)
8
   
(Notes for Case Where Shareholders’ Equity underwent Significant Changes in Value)
8
   
(Application of Special Accounting for Preparing the Quarterly Consolidated Financial Statement)
8
   
(Changes in Accounting Policies, etc.)
8
   
(Additional Information)
9
   
(Segment Information)
9
 

 
 
1

1. Qualitative Information on the Financial Summary for this Quarter
(1) Details of Consolidated Financial Results
During the year-to-date third quarter period of the fiscal year ending December 31, 2017, the Japanese economy continued to show a modest recovery with continued improvement of the job market and income situation as well as positive indicators of consumer sentiment and consumer spending.
In the soft drink industry, the market remained almost flat in terms of sales volume when compared to the same period in the previous year, reflecting poor weather during the summer peak season in eastern Japan, with continuous rain in the Kanto and Tohoku regions.  Continued roll-outs of FOSHU (Food for Specific Health Usage), functional-claim and other value-added products have helped to offset this negative impact of weather on industry volume performance.
Both the health food and cosmetics industries continue to generate positive results, supported by launches of functional-claim food products and a stream of market entrants from other industries driven by the demand from health-conscious consumers in the health food industry. In the cosmetics industry, consumer needs continue to diversify and the demand from inbound tourism has also contributed growth.
In this operating environment, in order to pursue new business opportunities and realize sustainable growth, Coca-Cola Bottlers Japan Inc. (CCBJI) was formed through the business integration of Coca-Cola West (CCW) and Coca-Cola East Japan Co., Ltd. (CCEJ) effective April 1, 2017 through a combination of a share exchange and an absorption-type company split.
Furthermore, CCBJI (the Company) announced a medium-term business plan, the “Growth Roadmap for 2020 & Beyond” for the period up to 2020, which sets forth the Company’s strategic initiatives, namely profitable revenue growth, integration synergies, establishment of a new operating model and a holistic financial framework to create shareholder value while investing in people capability development and shared value with local communities. The Company will focus on these initiatives to achieve sustainable growth, leverage the synergy effects of the business integration, and continue to lead the domestic soft drink industry.
The summary of financial results for the year-to-date third quarter period of this fiscal year is as follows.
 
<Net Revenues>
Year-to-date third quarter, consolidated net revenues of the soft drink business increased by 293,576 million yen to 622,837 million yen (up 89.2%) year on year, primarily owing to factors such as the business integration of CCW and CCEJ effective as of April 1, 2017. Consolidated net revenues of the healthcare & skincare business fell by 2,198 million yen to 22,251 million yen (down 9.0%) year on year. As a result, the total consolidated net revenues increased by 291,378 million yen to 645,088 million yen (up 82.4%) year on year.
 
<Operating Income and Recurring Income>
Year-to-date third quarter, consolidated operating income of the soft drink business increased by 19,832 million yen to 36,341 million yen (up 120.1%) year on year, due to an increase in net revenues led by the business integration described above as well as a decrease of expenses brought by the change in depreciation method for fixed assets and cost savings initiatives (at both CCW and CCEJ). Consolidated operating income in the healthcare & skincare business fell by 252 million yen to 2,264 million yen (down 10.0%) year, due to factors such as the aforementioned drop in net revenues. As a result, the total consolidated operating income for the year-to-date period increased by 19,508 million yen to 38,606 million yen (up 102.9%) year on year.  Furthermore, consolidated recurring income increased by 19,556 million yen to 37,876 million yen (up 106.7%) year on year.
 
<Net Profit Attributable to Shareholders of Parent>
Year-to-date third quarter, net profit attributable to owners of parent increased by 13,170 million yen to 23,797 million yen (up 123.9%) year on year, mainly due to an increase in recurring income, etc.
 
<Reference>
Year-to-date third quarter pro-forma revenues, assuming the business integration of CCW and CCEJ from January 2017 and estimating 2016 results using the same standard, decreased by 12,892 million yen to 764,029 million yen (down 1.7%) year on year, mainly impacted by a decrease of sales volume partly driven by poor weather as well as our continued focus on driving profitability. Year-to-date pro-forma operating income increased by 2,620 million yen to 40,131 million yen (up 7.0%) year on year driven by cost reductions in manufacturing as well as generating integration synergies in the soft drink business, etc. Year-to-date pro-forma net profit attributable to shareholders of parent was 24,389 million yen, up 2,599 million yen (11.9 %) year on year.
 
CCBJI also discloses the earnings presentation material on the CCBJI website (https://en.ccbji.co.jp/ir/). On the website, a live webcast and replay are available for listening the CCBJI earning presentation.
2

 
(2) Details of Consolidated Financial Position
Total assets at the end of the second quarter of the fiscal year under review increased by 512,108 million yen to 889,577 million yen (up 135.7%) compared to the end of the previous consolidated fiscal year, mainly due to the inclusion of Coca-Cola East Japan Co., Ltd. in our scope of consolidation in connection with the business integration.
 
Liabilities increased by 150,449 million yen to 266,745 million yen (up 129.4%) from the end of the previous consolidated fiscal year. This was chiefly due to the impact of the aforementioned new consolidated company.
 
Net assets increased by 361,658 million yen to 622,831 million yen (up 138.5%) compared to the end of the previous consolidated fiscal year as a result primarily of an increase in other capital surplus in connection with the issuance of new shares as part of the business integration.

(3) Information on the Future Outlook, Including Forecast of Consolidated Financial Results
Full-year consolidated performance forecasts of Coca-Cola Bottlers Japan Inc. for the fiscal year ending December 31, 2017 remain unchanged from the performance forecasts released on June 5, 2017.
 
 
 
 
 
3

2. Quarterly Consolidated Financial Statements and Main Notes
(1) Quarterly Consolidated Balance Sheets
 
(Millions of yen)
             
   
As of December 31, 2016
   
As of September 30, 2017
 
Assets
           
Current assets
           
Cash and deposits
   
63,849
     
91,849
 
Trade notes and accounts receivable
   
29,649
     
82,205
 
Marketable securities
   
23,112
     
13,000
 
Merchandise and finished goods
   
27,279
     
54,968
 
Work in process
   
652
     
596
 
Raw materials and supplies
   
1,998
     
10,114
 
Other
   
17,333
     
40,624
 
Allowance for doubtful accounts
   
(287
)
   
(428
)
Total current assets
   
163,587
     
292,931
 
Fixed assets
               
Property, plant and equipment
               
Buildings and structures, net
   
31,162
     
73,233
 
Machinery, equipment and vehicles, net
   
22,688
     
66,154
 
Sales equipment, net
   
39,999
     
110,409
 
Land
   
62,128
     
151,892
 
Construction in progress
   
5
     
259
 
Other, net
   
1,829
     
5,462
 
Total property, plant and equipment
   
157,815
     
407,410
 
Intangible assets
               
Goodwill
   
22,668
     
78,012
 
Franchise intangible
 
     
50,748
 
Other
   
4,889
     
14,981
 
Total intangible assets
   
27,557
     
143,743
 
Investments and other assets
               
Investment securities
   
20,144
     
30,581
 
Retirement benefit assets
   
123
     
135
 
Other
   
8,760
     
15,499
 
Allowance for doubtful accounts
   
(519
)
   
(724
)
Total investments and other assets
   
28,508
     
45,491
 
Total fixed assets
   
213,881
     
596,645
 
Total assets
   
377,468
     
889,577
 

 
4

(Millions of yen)
             
   
As of December 31, 2016
   
As of September 30, 2017
 
Liabilities
   
 
     
 
Current liabilities
               
Trade notes and accounts payable
   
15,990
     
44,114
 
Current portion of long-term borrowings
   
17
     
2,138
 
Accrued income taxes
   
5,717
     
8,201
 
Other accounts payable
   
25,042
     
53,134
 
Provision for sales and promotion expenses
   
308
     
405
 
Provision for bonuses
 
     
3,354
 
Provision for directors’ bonuses
 
     
101
 
Provision for environmental measures
 
     
163
 
Other
   
8,662
     
20,899
 
Total current liabilities
   
55,739
     
132,513
 
Non-current liabilities
   
 
     
 
Bonds payable
   
50,000
     
66,000
 
Long-term loans payable
   
183
     
12,719
 
Net defined benefit liability
   
3,505
     
24,932
 
Liabilities for directors’ and corporate auditors’ retirement benefits
   
191
     
223
 
Provision for environmental measures
 
     
90
 
Other
   
6,675
     
30,265
 
Total non-current liabilities
   
60,556
     
134,232
 
Total liabilities
   
116,295
     
266,745
 
Equity
               
Shareholders’ equity
               
Capital stock
   
15,231
     
15,231
 
Capital surplus
   
109,072
     
450,639
 
Retained earnings
   
137,404
     
154,088
 
Treasury stock
   
(4,593
)
   
(4,677
)
Total shareholders’ equity
   
257,114
     
615,282
 
Accumulated other comprehensive income
               
Net unrealized gains(loss) on other marketable securities
   
4,092
     
6,051
 
Deferred gains or losses on hedges
   
77
     
560
 
Foreign currency translation adjustments
   
(3
)
   
14
 
Remeasurements of defined benefit plans
   
(522
)
   
(57
)
Total accumulated other comprehensive income
   
3,643
     
6,570
 
Non-controlling interests
   
414
     
978
 
Net assets
   
261,173
     
622,831
 
Total liabilities and equity
   
377,468
     
889,577
 
 
 
 
5

 
(2)
Quarterly Consolidated Statements of Income and Comprehensive Income
(Quarterly Consolidated Statements of Income)
(First nine-month period of this fiscal year)
(Millions of yen)
             
   
Nine months ended
September 30, 2016
   
Nine months ended
September 30, 2017
 
Net revenues
   
353,710
     
645,088
 
Cost of goods sold
   
170,213
     
310,837
 
Gross profit
   
183,497
     
334,250
 
Selling, general and administrative expenses
   
164,471
     
295,644
 
Operating income
   
19,025
     
38,606
 
Non-operating income
               
Interest income
   
37
     
15
 
Dividends income
   
226
     
278
 
Share of profit of investees equity-method
   
39
   
 
Rent income
   
94
     
246
 
Gain on sales of valuable wastes
   
84
     
246
 
Other
   
151
     
232
 
Total non-operating income
   
633
     
1,019
 
Non-operating expenses
               
Interest expense
   
352
     
401
 
Investment loss on equity method
 
     
37
 
Loss on disposal of property plant and equipment
   
493
     
757
 
Other
   
492
     
553
 
Total non-operating expenses
   
1,339
     
1,749
 
Recurring income
   
18,320
     
37,876
 
Extraordinary income
               
Gain on sale of property plant and equipment
   
744
     
369
 
Gain on sale of investment securities
   
17
     
16
 
Gain on step acquisitions
 
     
188
 
Total extraordinary income
   
761
     
574
 
Extraordinary loss
               
Loss on disaster
   
1,052
   
 
Loss on impairment of investment securities
   
148
   
 
Loss on abandonment of inventories
   
648
   
 
Business integration-related expenses
 
     
721
 
Total extraordinary loss
   
1,849
     
721
 
Income before income taxes and minority interests
   
17,232
     
37,730
 
Income taxes - current
   
6,079
     
12,934
 
Income taxes - deferred
   
479
     
1,014
 
Total income taxes
   
6,559
     
13,949
 
Net profit
   
10,673
     
23,780
 
Net profit (loss) attributable to non-controlling interests
   
45
     
(16
)
Net profit attributable to owners of parent
   
10,627
     
23,797
 
 
 
6

 
(Quarterly Consolidated Statements of Comprehensive Income)
(First nine-month period of this fiscal year)
 
(Millions of yen)
             
   
Nine months ended
September 30, 2016
   
Nine months ended
September 30, 2017
 
Net profit
   
10,673
     
23,780
 
Other comprehensive income
               
Net unrealized gains (loss) on other marketable securities
   
(3,029
)
   
1,959
 
Deferred gains or losses on hedges
 
     
508
 
Foreign currency translation adjustments
   
59
     
18
 
Remeasurements of defined benefits
   
724
     
440
 
Share of other comprehensive income of investees equity-method
   
(298
)
   
(0
)
Total other comprehensive income
   
(2,543
)
   
2,926
 
Comprehensive income
   
8,129
     
26,707
 
Comprehensive income attributable to owners of the parent
   
8,083
     
26,724
 
Non-controlling interests
   
45
     
(16
)
 
 
 
 
 
 
 
 
 
 
 
7

       (3) Notes to Quarterly Consolidated Financial Statements
(Notes Relating to Assumptions for the Going Concern)
  Not applicable.
 
(Notes for Case Where Shareholders’ Equity underwent Significant Changes in Value)
  The Company conducted a share exchange with Coca-Cola East Japan Co., Ltd. as of April 1, 2017, through which the Company became the wholly owning parent company and Coca-Cola East Japan Co., Ltd. became a wholly owned subsidiary company.
  As a result, during the nine-month period of this fiscal year, capital surplus increased by 341,562 million yen, and is recorded at 450,639 million yen as of the end of the third quarter.

(Change in Significant Subsidiaries during the Current Period)
(Significant Change in the Scope of Consolidation)
   The Company made Coca-Cola East Japan Co., Ltd. a wholly owned subsidiary through a share exchange as of April 1, 2017, and included it in the scope of consolidation on the same day.

(Application of Special Accounting for Preparing the Quarterly Consolidated Financial Statement)
  Not applicable.
(Changes in Accounting Policies)
(Changes in accounting policies that are difficult to distinguish from changes in accounting estimates, and changes in accounting estimates)
(Change in depreciation method and change in service life)
   Previously, the Company and some of its consolidated subsidiaries mainly used the declining balance method to calculate depreciation of property, plant and equipment (excluding sales equipment and leased assets), but we have switched to the straight-line method from the first quarter of this fiscal year.
   The business integration with Coca-Cola East Japan Co., Ltd. carried out as of April 1, 2017 gives us a stronger business platform, and by bringing together the know-how in the areas of sales and manufacturing that both companies have cultivated over the past years it will allow us to create an optimal production structure covering a wide geographical area. Consequently, as we expect to be able to benefit from the long-term, stable use of property, plant and equipment (excluding sales equipment and leased assets), using straight-line depreciation to distribute the expense over its service life will appropriately reflect the pattern of consumption of economic benefits for such property, plant and equipment, so we have therefore decided to change our depreciation method to the straight-line method.
   The Company and some of its consolidated subsidiaries also used the opportunity provided by the change in our depreciation method to conduct a utilization study. Previously, we had set the key service life of manufacturing machinery and equipment at 10 years, but as a result of our study we have revised it to 7-20 years – a predicted economic life that more accurately reflects the reality of the situation – and have made changes extending into the future.
   We also took the opportunity provided by the change in our depreciation method for property, plant and equipment to devaluate the residual value of property, plant and equipment after the elapse of its service life to a nominal value of one yen, from the first quarter of this consolidated fiscal year.
   Compared to the previous method, the aforementioned changes have resulted in an increase in operating income, recurring income and income before income taxes and minority interests of 558 million yen, 532 million yen and 532 million yen, respectively, for the first nine-month period of this consolidated fiscal year.
   Please refer to “2. Quarterly Consolidated Financial Statements and Main Notes (3) Notes to Quarterly Consolidated Financial Statements (Segment Information)” for the impact on segment information.
 
 
 
 
8

(Additional Information)
(Changes in Presentation)
(Quarterly Consolidated Statements of Income)
   “Rent income” and “gain on sales of valuable wastes,” which were included in “other” in “non-operating income” in the first nine-month period of the previous fiscal year, are shown separately from the current period, considering their significant monetary impacts. To reflect this change in presentation, the Company has made certain reclassifications to its consolidated financial statements for the first nine-month period of the previous fiscal year.
   As a result, 331 million yen, which was presented in “other” in “non-operating income” in the Consolidated Statements of Income for the first nine-month period of the previous fiscal year, has been reclassified as rent income (94 million yen), gain on sales of valuable wastes (84 million yen) and other (151 million yen).

(Application of Implementation Guidance on Recoverability of Deferred Tax Assets)
   “Implementation Guidance on Recoverability of Deferred Tax Assets” (ASBJ Guidance No. 26 dated March 28, 2016) is applied from the first quarter of this consolidated fiscal year.
 
(Segment Information)
First nine-month period of the previous fiscal year (January 1, 2016 – September 30, 2016) Information on net revenues and profits or losses by reported segment
(Millions of yen)
 
Soft drink business
Healthcare & skincare business
Total
Net revenues
     
 
Net revenues-outside customers
329,261
24,449
353,710
 
Net revenues and transfer-inter-segment
   
Total
329,261
24,449
353,710
Segment profit
16,509
2,516
19,025
(Note) Net revenues and Segment profit are equivalent to Net revenues and Operating income in Quarterly Consolidated Statements of Income, respectively.
 
 
 
 
 
 
9

 
First nine-month period of this fiscal year (January 1, 2017 – September 30, 2017)
1. Information on net revenues and profits or losses by reported segment
 
(Millions of yen)
 
Soft drink business
Healthcare & skincare business
Total
Net revenues
     
 
Net revenues-outside customers
622,837
22,251
645,088
 
Net revenues and transfer-inter-segment
   
Total
622,837
22,251
645,088
Segment profit
36,341
2,264
38,606
(Note) Net revenues and Segment profit are equivalent to Net revenues and Operating income in Quarterly Consolidated Statements of Income, respectively.
 
2. Matters relating to assets by reported segment
In connection with the Company making Coca-Cola East Japan Co., Ltd. its wholly-owned subsidiary as of April 1, 2017, the Company included Coca-Cola East Japan Co., Ltd., two of its subsidiaries and four affiliates of the Company accounted for under the equity method in the scope of consolidation, effective the same day.  Mainly due to the impact of such inclusion, the amount of assets by reported segment in the soft drink business at the end of the first nine-month period of this fiscal year increased by 513,741 million yen year on year.

3. Matters relating to changes in the Company’s reported segments
(Change in depreciation method and change in service life)
As discussed in “2. Quarterly Consolidated Financial Statements and Main Notes (3) Notes to Quarterly Consolidated Financial Statements (Changes in Accounting Policies, etc.),” from the first quarter of this consolidated fiscal year the depreciation method for property, plant and equipment (excluding sales equipment and leased assets) was changed to the straight-line method. The key service life of machinery and equipment has been revised to 7-20 years, and changes have been applied into the future. Furthermore, from the first quarter of this consolidated fiscal year the residual value of property, plant and equipment after the elapse of its service life has been devaluated to a nominal value of one yen.
As a result of these changes, compared to the previous method, segment revenue for the first nine-month period of this fiscal year has increased by 541 million yen in the soft drink business and 17 million yen in the healthcare & skincare business.

4. Information on impairment loss of fixed assets or goodwill by reported segment
(Significant change in the amount of goodwill)
In connection with the Company making Coca-Cola East Japan Co., Ltd. its wholly-owned subsidiary as of April 1, 2017, goodwill has arisen with respect to the soft drink business.
The recorded amount of goodwill provisionally calculated in connection with the above is 58,154 million yen for the first nine-month period of this fiscal year.
 
 
10

EX-99.2 3 ss64045_ex9902.htm PRESS RELEASE
 
October 27, 2017
Dear all,

 
Company Name: Coca-Cola Bottlers Japan Inc.
Representative: Tamio Yoshimatsu,
Representative Director and President
(Code: 2579 1st Section of the Tokyo Stock
Exchange, Fukuoka Stock Exchange)
Inquiry: Shigeki Okamoto,
              Head of Corporate Communications
(Tel. (03)6896-1707)


Notice Regarding a Corporate Split-Off (Simplified/Abbreviated Split-Off)

Coca-Cola Bottlers Japan Inc. (hereinafter “Company”), effective as December 1, 2017, announced an absorption-type split-off of the existing bond administration operations (hereinafter “Businesses”) of its wholly owned subsidiary Coca-Cola East Japan Co., Ltd. (hereinafter “Coca-Cola East Japan”). As a result, these operations will be continued within the Company, and an agreement for this absorption-type split-off (hereinafter “Split-Off”) has been concluded with today’s date. Details of the Split-Off are outlined below.

1.
Objective of the Split-Off
By the Company succeeding to the rights and obligations of Coca-Cola East Japan, its wholly owned subsidiary, the bond administration operations of the Company’s group will be centralized within a unit in the Company.

2.
Outline of the Split-Off
(1) Schedule for the Split-Off
Agreement signing date
: October 27, 2017
Scheduled date of implementation (effective date)
: December 1, 2017
This Split-Off will be a simplified split-off that is conducted by the Company under the provisions of Article 796-2 of the Companies Act, and, since this will be an abbreviated split-off involving Coca-Cola East Japan, under the provisions of Article 784-1 of the Companies Act, shareholders’ meetings will not be held for shareholders’ approval of the Split-Off agreement.

(2)  Method for the Split-Off
With Coca-Cola East Japan as the company, a portion of whose operations will be split off, the Split-Off will be approved by the Company as the entity succeeding to the operations to be split-off
 
1

 
(3)  Allocations related to the Split-Off
Since this Split-Off involves the operations of wholly owned subsidiary, the Company will not compensate Coca-Cola East Japan at the time of the Spit-Off.

(4)  Treatment of stock acquisition rights and bonds with stock acquisition rights issued by the company subjected to the Split-Off
No applicable items

(5)  Increases/decreases in capital as a result of the Split-Off
There will be no increases/decreases in capital as a result of the Split-Off.

(6)  Rights and obligations assumed by the succeeding company
The Company will succeed to the rights and obligations of the Businesses split off from Coca-Cola East Japan. Please note that succession of these liabilities by the Company will be dealt with under the method of non-cumulative taking of obligations.

(7)  Outlook for fulfillment of obligations
Under this Split-Off, on and after the effective date, the Company is expected to fulfill the related obligations.

3.  Outlines of the Companies Involved
(1)  Succeeding company
Company name
Coca-Cola Bottlers Japan Inc.
Head office location
7-9-66 Hakozaki, Higashi Ward, Fukuoka City
Name and tile of representative
Tamio Yoshimatsu, Representative Director and President
Business lines
Business/assets management of the Group companies
Paid-in capital
15,231 million yen
Date established
December 20, 1960
Number of outstanding shares
206,268,593
Fiscal year-end
December
 
2

 
Major shareholders and shareholding ratios
(As of September 30, 2017)
Coca-Cola (Japan) Co., Ltd.
Ricoh Co., Ltd.
Japan Trustee Services Bank, Ltd.
(Trust account)
The Master Trust Bank of Japan, Ltd.
(Trust account)
Toyo Seikan Group Holdings Ltd.
13.55%
8.28%
 
3.52%
 
2.90%
2.72%
Consolidated operating results and financial conditions for fiscal year ended December 31, 2016
Net assets
261,173 million yen
Total assets
377,468 million yen
Net assets per share
2,389.28 yen
Net sales
460,455 million yen
Operating income
21,143 million yen
Ordinary income
20,602 million yen
Net income attributable to Shareholders of the parent
5,245 million yen
Net income per share
48.05 yen
Note: As of September 30, 2017, the Company holds 2,012,035 shares, 0.98%, of its common stock.



(2) Splitting company
Company name
Coca-Cola East Japan Co., Ltd.
Head office location
6-1-20 Akasaka, Minato Ward, Tokyo
Name and title of representative
Tamio Yoshimatsu, Representative Director and President
Business lines
Manufacturing and sales of soft drinks
Paid-in capital
100 million yen
Date established
Jun 29, 2001
Number of outstanding shares
126,875,749
Fiscal year-end
December
Major shareholder and shareholding ratio
Coca-Cola Bottlers Japan Inc. 100%
 
3

 
 Consolidated operating results and financial conditions for fiscal year ended December 31, 2016
Net assets
233,635 million yen
Total assets
369,348 million yen
Net assets per share
1,836.64 yen
Net sales
572,496 million yen
Operating income
18,489 million yen
Ordinary income
17,921 million yen
Net income (loss) attributable to Shareholders of the parent
10,718 million yen
Net income (loss) per share
84.51 yen

4. Outlines of the Businesses to be succeeded
(1) Outline of the Businesses to be succeeded
These are as indicated in the bond-related operations section 2. “Outline of the Split-Off” and (6) “Rights and obligations assumed by the succeeding company.”

(2) Operating results of the Businesses to be succeeded
There are no items cited regarding the management performance of the Businesses to be succeeded.

(3) Assets and liabilities of the Businesses to be succeeded

Assets
Liabilities
16 billion yen
16 billion yen

5. Status after the Split-Off
There will be no change in the Company’s name, head office location, name and title of representative, business lines, paid-in capital, or fiscal year-end.

6. Impact on Financial Outlook
This Split-Off will have no impact on the consolidated financial results.

End
 
 
 

4
EX-99.3 4 ss64045_ex9903.htm PRESS RELEASE

October 27, 2017

Dear all
Company Name: Coca-Cola Bottlers Japan Inc.
Representative: Tamio Yoshimatsu,
Representative Director and President
(Ticker 2579, First Section of Tokyo Stock
Exchange and Fukuoka Stock Exchange)
Inquiry: Shigeki Okamoto
Head of Corporate Communication
(TEL. 03-6896-1707)

Notice on the organizational restructuring of CCBJI group
and change of trade names of CCBJI and its subsidiary

Since we launched Coca-Cola Bottlers Japan Inc. (CCBJI) as a new company established through business merger on April 1, 2017, we have been pushing forward the integration of organizations and businesses with a sense of speed, while operating the businesses by function, based on one of our guiding principles to become “one company, one management”. In order to accelerate the ongoing integration process and drive our growth further, we have decided to restructure our group organizations as of January 1, 2018, to start anew as “one company, one management” both in name and substance from the beginning of next year.
As part of the organizational restructuring, we will conduct an absorption-type merger with the group companies where “Coca-Cola East Japan Co., Ltd.”, a subsidiary operating the soft drink business, will become the surviving company, and “Coca-Cola West Co., Ltd. “and “Shikoku Coca-Cola Bottling Co., Ltd.” will become the non-surviving companies. In conjunction with this reorganization, we have resolved to change the trade names of CCBJI and Coca-Cola East Japan as described below, on the condition that the partial amendments to the Articles of Incorporation regarding the trade name change are approved at the extraordinary shareholders’ meeting slated for December 5, 2017.
Moreover, the supplementary provision regarding the trade name usage agreement in the Articles of Incorporation will be deleted as it will no longer be relevant and thus necessary in the said agreement.

1. Change of our trade name
(1) Ground for change
We decided to change our trade name to “Coca-Cola Bottlers Japan Holdings Inc.” on January 1, 2018 as the effective date, in order to clarify our role as the holding company.

(2) New trade name
コカ・コーラ ボトラーズジャパンホールディングス株式会社
(“Coca-Cola Bottlers Japan Holdings Inc.” in English)

(3) Scheduled date of change
Monday, January 1, 2018
 

 
(4) Partial amendments to the Articles of Incorporation
We will propose the “partial amendments to the Articles of Incorporation, as outlined below, will be “ for discussion at an extraordinary shareholder’s meeting scheduled for December 5, 2017, as follows.
i.       
Amendment to Article 1 of the Articles of Incorporation to change our trade name
ii.       
Deletion of the supplementary provision related to the trade name usage agreement
iii.       
Renumbering of the provisions in conjunction with deletion of the supplementary provision described above in “ii”.
(Amended portions are underlined.)
Current Articles of Incorporation
Proposal for change
CHAPTER 1 : GENERAL PROVISIONS
(Trade Name)
Article 1       The name of the Company shall be”コカ・コーラ ボトラーズジャパン株式会社and it shall be “Coca-Cola Bottlers Japan Inc.” in English.
 
 
CHAPTER 1 : GENERAL PROVISIONS
(Trade Name)
Article 1       The name of the Company shall be”コカ・コーラ ボトラーズジャパンホールディングス       and it shall be “Coca-Cola Bottlers Japan Holdings Inc.” in English.
 
 
Article 2 through Article 34
(Omitted)
 
 
Article 2 through Article 34
(No change)
SUPPLEMENTARY PROVISIONS
 
The trade name of the Company predicates on the trade name usage agreement entered into on April 1, 2017 between the Company and The Coca-Cola Company headquartered at N.W. Coca-Cola Plaza, Atlanta, Georgia in the United States, which allows the use and partial use of The Coca-Cola Company’s trade names “コカ・コーラ” and “Coca-Cola.” The said permission remains valid only during the period set forth by the agreement and the Company shall immediately suspend the usage if The Coca-Cola Company revokes the permission.
 
 
(Deleted)










 
SUPPLEMENTARY PROVISIONS 2
(omitted)
 
SUPPLEMENTARY PROVISION
(No change)
 



 
2. Change of the trade name of the subsidiary
(1) Overview of the subsidiary concerned
Current trade name
 Coca-Cola East Japan Co., Ltd.
Address
 6-1-20 Akasaka, Minato-ku, Tokyo
Representative
 Tamio Yoshimatsu, Representative Director and President
Line of business
 Production, processing and sale of soft drinks
Capital
 100 million yen

(2) Ground for change
In order to start 2018 with a new structure aimed at driving further growth, we will conduct an absorption-type merger with the group companies, where “Coca-Cola East Japan Co., Ltd.”, the subsidiary operating our soft drink business, will be the surviving company, and “Coca-Cola West Co., Ltd.” and “Shikoku Coca-Cola Bottling Co., Ltd.” will be the non-surviving companies. In conjunction with this absorption-type merger, we will change the trade name of the surviving company that will play a central role in the group’s sales activities to our current trade name, “Coca-Cola Bottlers Japan Inc.”

(3) New trade name
コカ・コーラ ボトラーズジャパン株式会社
(“Coca-Cola Bottlers Japan Inc.” in English)

(4) Scheduled date of change
Monday, January 1, 2018

End
 
 
 

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