FORM 10-Q

In addition, during the first quarter of 2013, the Company issued redemption notices for certain amounts of our existing long-term debt. This transaction was
completed in April 2013 and included the following notes:
• $225 million total principal amount of notes due August 15, 2013, at a fixed interest rate of 5.0 percent;
• $675 million total principal amount of notes due March 3, 2014, at a fixed interest rate of 7.375 percent; and
• $354 million total principal amount of notes due March 1, 2015, at a fixed interest rate of 4.25 percent.
As of March 29, 2013, the carrying value of the Company's long-term debt included $589 million of fair value adjustments related to the debt assumed in
connection with our acquisition of CCE's former North America business. These fair value adjustments will be amortized over a weighted-average period of
approximately 18 years, which is equal to the weighted-average maturity of the assumed debt to which these fair value adjustments relate. The amortization of
these fair value adjustments will be a reduction of interest expense in future periods, which will typically result in our interest expense being less than the
actual interest paid to service the debt.
During the three months ended March 30, 2012, the Company had issuances of debt of $11,358 million and payments of debt of $8,835 million. The
issuances of debt included $8,612 million of issuances of commercial paper and short-term debt with maturities greater than 90 days and $2,746 million of
long-term debt issuances, net of related discounts and issuance costs. Refer below for additional details on our long-term debt issuances. The payments of debt
included $1,113 million of net payments of commercial paper and short-term debt with maturities of 90 days or less and $7,075 million of payments of
commercial paper and short-term debt with maturities greater than 90 days. In addition, the Company made payments of long-term debt of $647 million.
During the three months ended March 30, 2012, the Company issued $2,750 million of long-term debt. The general terms of the notes issued are as follows:
• $1,000 million total principal amount of notes due March 14, 2014, at a variable interest rate equal to the three-month LIBOR minus 0.05 percent;
• $1,000 million total principal amount of notes due March 13, 2015, at a fixed interest rate of 0.75 percent; and
• $750 million total principal amount of notes due March 14, 2018, at a fixed interest rate of 1.65 percent.
Issuances of Stock
During the three months ended March 29, 2013, the Company had issuances of stock of $ 417 million, a decrease of $19 million when compared to $ 436
million of stock issuances during the three months ended March 30, 2012.
Share Repurchases
During the three months ended March 29, 2013, the Company repurchased 39.3 million shares of common stock under the share repurchase plan authorized
by our Board of Directors. These shares were repurchased at an average cost of $38.47 per share, for a total cost of $1,513 million. However, due to the
timing of settlements, the total cash outflow for treasury stock purchases was $ 1,523 million during the three months ended March 29, 2013. The total cash
outflow for treasury stock during the first three months of 2013 includes treasury stock that was purchased and settled during the three months ended
March 29, 2013, as well as treasury stock purchased in December 2012 that settled in early 2013; however, it does not include treasury stock that was
purchased but did not settle during the three months ended March 29, 2013. In addition, the cash flow impact of the Company's treasury stock activity also
includes shares surrendered to the Company to satisfy minimum tax withholding obligations in connection with so-called stock swap exercises of employee
stock options and/or the vesting of restricted stock issued to employees. The impact of the Company's issuances of stock and share repurchases during the
three months ended March 29, 2013, resulted in a net cash outflow of $1,106 million. During 2013, the Company expects to purchase between $3.0 billion
and $3.5 billion of treasury shares, net of proceeds from the issuance of stock due to the exercise of employee stock options.
During the three months ended March 30, 2012, the Company repurchased 38.0 million shares of common stock under the share repurchase plan authorized
by our Board of Directors. These shares were repurchased at an average cost of $35.47 per share, for a total cost of $1,349 million. However, due to the
timing of settlements, the total cash outflow for treasury stock purchases during the three months ended March 30, 2012, was $1,079 million. The impact of
the Company's issuances of stock and share repurchases during the three months ended March 30, 2012, resulted in a net cash outflow of $643 million.
Dividends
The Company did not have any cash payments for dividends during the three months ended March 29, 2013, and March 30, 2012. The Company's
dividend for the first quarter of 2013 was paid on April 1, 2013, and totaled $1,247 million. The Company's dividend for the first quarter of 2012 was paid
on April 1, 2012, and totaled $1,155 million.
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