Coca-Cola Europacific Partners (CCEP) confirms it has, together with Aboitiz Equity Ventures Inc. (AEV), completed the acquisition to jointly acquire 100% of Coca-Cola Beverages Philippines, Inc. (CCBPI) from The Coca-Cola Company (KO).
This announcement was made on 23 February 2024, following three previous statements made by the companies on 2 August 2023, 20 November 2023 and 30 January 2024 (See * for the links for these press statements)
• The key terms of the Share Purchase Agreement comprise:
o 60:40 ownership structure between CCEP and AEV with comprehensive governance
arrangements in place
o Valuation of 100% of CCBPI at $1.8 billion on a debt-free, cash-free basis
• To aid comparability, FY23 adjusted financial information for selected metrics is provided in
The acquisition builds on CCEP’s successful expansion into Australia, Pacific & Indonesia (API) in 2021, further strengthens its partnership with KO and supports its long-term growth strategy and focus on driving shareholder value.
CCEP’s acquisition of CCBPI, with AEV, one of the leading conglomerates in the local market, is a great opportunity to co-own an established, well-run business with attractive profitability and growth prospects.
The transaction is thus immediately EPS accretive and creates an even more diverse footprint for CCEP within its existing API business segment, from now on renamed APS (Australia, Pacific & South East Asia). It provides the opportunity to leverage best practice and talent, including supporting Indonesia’s transformation journey. It is therefore aligned with CCEP’s aim of driving sustainable and stronger growth through diversification and scale, and underpins the company’s mid-term strategic objectives.
As CCEP will control the majority (60%) of CCBPI, it will consolidate CCBPI as of the acquisition date and establish a non-controlling interest representing AEV’s minority interest (40%). CCBPI delivered ~$1.91 billion (~€1.7 billion1) of Revenue and ~$1151 million (~€105 million1) of Operating Profit in FY23. The transaction consideration has been funded through existing liquidity and incremental borrowing. It will have a modest impact on CCEP’s leverage, having closed FY23 at the top end of its mid-term guided range of 3.0 times Net Debt to Comparable EBITDA2.
1 Amounts represent CCBPI's unaudited results prepared in accordance with Philippine Financial Reporting Standards (PFRS) which will be filed with the registrar in due course. These unaudited results have been presented as if the acquisition had occurred on 1 January 2023 and have been adjusted for provisional acquisition accounting adjustments, CCEP IFRS accounting policy reclassifications and the impact of debt financing costs in connection with the acquisition, excluding items impacting comparability. CCBPI translated from Euros to US Dollars using the average exchange rate for the period of 1.09.
2 Adjusted for items impacting comparability. For further details, refer to our unaudited results for the fourth quarter and full year ended 31 December 2023, issued on 23 February 2024, which details our non-IFRS performance measures and reconciles, where applicable, our 2023 and 2022 results as reported under IFRS to the non-IFRS performance measures included in this document.
Adjusted financial information
The following non-IFRS adjusted financial information for selected metrics is provided in order to illustrate the effects of the acquisition of CCBPI on the results of operations of CCEP and to allow for greater comparability of the results of the combined group between periods. The adjusted financial information has been prepared for illustrative purposes only, and because of its nature addresses a hypothetical situation. It does not intend to represent the results had the acquisition occurred at the dates indicated, or project the results for any future dates or periods. It is based on information and assumptions that CCEP believe are reasonable, including assumptions as at 1 January 2023 relating to provisional transaction accounting adjustments. No cost savings or synergies were contemplated in these provisional adjustments.
The non-IFRS adjusted financial information has not been prepared in accordance with the requirements of Regulation S-X Article 11 of the US Securities Act of 1933 or any generally accepted accounting standards, may not necessarily be comparable to similarly titled measures employed by other companies and should be considered supplemental to, and not a substitute for, financial information prepared in accordance with generally accepted accounting standards.
The adjusted financial information provided below is on a full year basis for FY23, assuming the acquisition occurred on 1 January 2023. It includes revenues and volumes, and is updated to include the expected cost of financing.
Read the report including Supplementary financial information at https://ir.cocacolaep.com/static-files/d6a378b6-5260-46ef-b1c8-e669c2bbe21d
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For more information on the transaction, please see our website www.cocacolaep.com
- https://ir.cocacolaep.com/static-files/0e2aab54-4883-4518-bb2b-c1a5b4d55c2c (2 August 2023)
- https://ir.cocacolaep.com/news-releases/news-release-details/coca-cola-ep-plc-update-re-
acquisition-ccbpi (20 November 2023)
- Coca-Cola Europacific Partners - Coca-Cola EP PLC - PCC approval received to jointly
acquire CCBPI (cocacolaep.com) (30 January 2024)