The Coca-Cola Company Thrift & Investment Plan

 
 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
 
_____________
 
FORM 11-K
_____________
 
þ ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 2005
 
OR
 
¨ TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from _______ to _______
 
 
Commission File No. 001-02217
 
 
 
THE COCA-COLA COMPANY THRIFT & INVESTMENT PLAN
(Full title of the plan)
 
 
 
THE COCA-COLA COMPANY
(Name of issuer of the securities held pursuant to the plan)
 
 
One Coca-Cola Plaza
Atlanta, Georgia 30313
(Address of the plan and address of issuer's principal executive offices)
 
 
 
 
 
 
 
 
 

 
THE COCA-COLA COMPANY
THRIFT & INVESTMENT PLAN

Financial Statements and Supplemental Schedule
As of December 31, 2005 and 2004
and for the Year Ended December 31, 2005
with Report of Independent Registered Public Accounting Firm









THE COCA-COLA COMPANY THRIFT & INVESTMENT PLAN

Financial Statements and Supplemental Schedule
As of December 31, 2005 and 2004
and for the Year Ended December 31, 2005


Table of Contents



 
Page
   
Report of Independent Registered Public Accounting Firm
1
   
Statements of Net Assets Available for Benefits
2
   
Statement of Changes in Net Assets Available for Benefits
3
   
Notes to Financial Statements
4



Supplemental Schedule



Schedule H, line 4i - Schedule of Assets (Held at End of Year)
11

 


 
 

BANKS, FINLEY, WHITE & CO.
CERTIFIED PUBLIC ACCOUNTANTS
 

To The Coca-Cola Company
 Benefits Committee
The Coca-Cola Company
Atlanta, Georgia

Report of Independent Registered Public Accounting Firm

We have audited the accompanying statements of net assets available for benefits of The Coca-Cola Company Thrift & Investment Plan (the “Plan”) as of December 31, 2005 and 2004 and the related statement of changes in net assets available for benefits for the year then ended December 31, 2005. These financial statements are the responsibility of the Plan’s management. Our responsibility is to express an opinion on these financial statements based on our audits.

We conducted our audits in accordance with standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in all material respects, the net assets available for benefits of the Plan as of December 31, 2005 and 2004 and the changes in net assets available for benefits for the year ended December 31, 2005, in conformity with U.S. generally accepted accounting principles.

Our audits were performed for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental schedule of assets held at end of year is presented for purposes of additional analysis and is not a required part of the basic financial statements, but is supplemental information required by the Department of Labor’s Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. This supplemental schedule is the responsibility of the Plan’s management. The supplemental schedule has been subjected to the auditing procedures applied in the audit of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole.
 
/s/ BANKS, FINLEY, WHITE & CO.
 
College Park, Georgia
June 23, 2006

 

THE COCA-COLA COMPANY THRIFT & INVESTMENT PLAN

Statements of Net Assets Available for Benefits
December 31, 2005 and 2004


   
2005
  
2004
  
ASSETS
          
Investments (Notes 3 and 4)
  
$
1,330,701,233
  
$
1,371,705,245
  
               
Accrued interest receivable
    
158,594
    
124,515
  
               
Due from broker for securities sold
    
95,273
    
283,524
  
               
NET ASSETS AVAILABLE FOR BENEFITS
  
$
1,330,955,100
  
$
1,372,113,284
  



 


 
The accompanying notes are an integral part of the financial statements.


 
2

THE COCA-COLA COMPANY THRIFT & INVESTMENT PLAN

Statement of Changes in Net Assets Available for Benefits
Year Ended December 31, 2005


Additions to net assets attributed to:
      
Investment income:
      
Dividend income
  
$
21,502,046
  
Interest income
    
19,844,082
  
  Total investment income
    
41,346,128
  
Contributions:
        
Employer
    
19,145,291
  
Participants
    
53,506,575
  
Rollovers from other qualified plans
    
2,138,540
  
  Total contributions
    
74,790,406
  
        Total additions
    
116,136,534
  
Deductions from net assets attributed to:
        
Net depreciation in fair value of investments (Note 3)
    
10,663,508
  
Distributions to Participants
    
146,590,274
  
Administrative expenses
    
40,936
  
Total deductions
    
157,294,718
  
Net decrease in net assets available for benefits
    
(41,158,184
)
Net assets available for benefits, beginning of year
    
1,372,113,284
  
NET ASSETS AVAILABLE FOR BENEFITS, END OF YEAR
  
$
1,330,955,100
  
 






The accompanying notes are an integral part of the financial statements.
 

 
3


THE COCA-COLA COMPANY THRIFT & INVESTMENT PLAN

Notes to Financial Statements
December 31, 2005 and 2004


Note 1 - Description of Plan

The following description of The Coca-Cola Company Thrift & Investment Plan (the “Plan”) provides only general information. Participants should refer to the Summary Plan Description for a more complete description of the Plan’s provisions.

General

The Plan was originally adopted effective July 1, 1960 and was restated most recently effective January 1, 1999. The Plan is a defined contribution pension plan covering a majority of the domestic employees of The Coca-Cola Company and its participating subsidiaries (the “Company”), with the exception of employees represented by bargaining units which have not negotiated coverage and others listed in the Plan document. Eligible employees may begin participating in the Plan upon hire with the Company. The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974, as amended (“ERISA”). The trustee of the Plan is the Merrill Lynch Trust Company (the “Trustee”).

Contributions

The election to contribute to the Plan by employees (“Participants”) is voluntary. Participant contributions are in the form of payroll deductions with the Company currently making a matching contribution equal to 100% of the first 3% of compensation contributed by a Participant each payroll period, subject to certain limitations imposed by the Internal Revenue Code (the “Code”).

Participants may contribute to the Plan with “Before-Tax” dollars and/or “After-Tax” dollars. “Before-Tax” contributions are not subject to current federal income taxes but are subject to Federal Insurance Contributions Act (“FICA”) taxes. “Before-Tax” and “After-Tax” contributions are limited in total to 25% of compensation, subject to certain limitations. For 2005, the maximum “Before-Tax” annual contribution amount under the Code was $14,000.

Participants who are age 50 or older by the end of the year may make additional “Catch-Up” contributions with “Before-Tax” dollars provided certain Plan or Internal Revenue Service limits have been met. For 2005, the maximum “Catch-Up” contribution amount was $4,000.

All contributions are paid to the Trustee and are invested as directed by Participants and the Company.  Participants may direct their contributions into money market funds, common stock of The Coca-Cola Company and collective trust funds and mutual funds with various investment objectives and strategies.


 
4
THE COCA-COLA COMPANY THRIFT & INVESTMENT PLAN

Notes to Financial Statements (Continued)


Note 1 - Description of Plan (Continued) 

All Company matching contributions are invested in common stock of The Coca-Cola Company. Participants who are age 53 or older may redirect Company contributions into other investment options under the Plan.

Participants are allowed to roll over account balances from a previous employer’s tax-qualified retirement plan or Individual Retirement Accounts into the Plan.

Vesting

Participants who were hired before April 1, 2002 are immediately vested in their salary deferral contributions, Company matching contributions and related earnings. Participants who are hired after March 31, 2002 are immediately vested in their salary deferral contributions and related earnings, while vesting in Company matching contributions is based on a graduated schedule over a three-year period as follows: 33% after one year of service, 67% after two years of service and 100% after three years of service. Forfeited amounts are generally used to reduce employer contributions or pay administrative expenses of the Plan.

Valuation of Participant Accounts 

Participant account balances are valued based upon the number of shares of each investment credited to Participant accounts. Shares are revalued on a daily basis to reflect earnings and other transactions. Shares of common stock of The Coca-Cola Company are revalued on a daily basis to reflect changes in fair value. Participant accounts are updated on a daily basis to reflect transactions affecting account balances.

Participant Loans

Participants may borrow from their account balances subject to certain limitations. Participant loans may be taken from a combination of “Before-Tax,” “After-Tax,” and “Rollover” account balances.

The following applies to Participant loans:

(a)
The maximum amount that a Participant may borrow is the lesser of 50% of their account balance or $50,000. The $50,000 maximum is reduced by the Participant’s highest outstanding loan balance on any loans during the preceding 12 months.
(b)
The minimum loan amount is $1,000.
 
 
5
THE COCA-COLA COMPANY THRIFT & INVESTMENT PLAN

Notes to Financial Statements (Continued)
 
 
Note 1 - Description of Plan (Continued)

Participant Loans (Continued)

(c)
The loan interest rate is the prime rate as published in The Wall Street Journal on the business day prior to the day the loan is requested.
(d)  The loan repayment period is limited to five years for a general purpose loan and 15 years for a loan used to purchase or build a principal residence.
       
Employee Stock Ownership Plan

The portion of the Plan invested in common stock of The Coca-Cola Company is designated as an employee stock ownership plan (“ESOP”) within the meaning of Code Section 4975(e)(7). Participants invested in common stock of The Coca-Cola Company may elect to receive their entire dividend amount as a cash payment made directly to them rather than have the dividend amount reinvested in their Plan account. The total amount of dividends paid directly to Participants making this election was $1,747,774 during 2005. These dividends are included in Dividend income and Distributions to Participants on the Statement of Changes in Net Assets Available for Benefits.

Payment of Benefits

Upon retirement, termination or disability, Participants may elect to receive payment from the Plan in a lump-sum distribution, installments or in partial payments (a portion paid in a lump sum, and the remainder paid later). Participants may elect in-service distributions from After-Tax account balances or distributions from all vested accounts after attaining age 59½.

Administration

The Plan is administered by The Coca-Cola Company Benefits Committee (the “Committee”) which, as administrator, has substantial control of and discretion over the administration of the Plan.

Plan Termination

The Company expects the Plan to be continued indefinitely but reserves the right to terminate the Plan or to discontinue its contributions to the Plan at any time, by written approval from the Committee. In the event of termination, the Committee may either:

(a)
continue the trust for as long as it considers advisable, or
(b)
terminate the trust, pay all expenses from the trust fund, and direct the payment of Participant account balances, either in the form of lump-sum distributions, installment payments, or any other form selected by the Committee.
 
 
6
THE COCA-COLA COMPANY THRIFT & INVESTMENT PLAN

Notes to Financial Statements (Continued)
 
 
Note 2 - Significant Accounting Policies

Basis of Accounting

The financial statements of the Plan are presented on the accrual basis of accounting.

Use of Estimates

The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires Plan management to make estimates that affect certain reported amounts and disclosures. Actual results may differ from those estimates.

Valuation of Investments

Money market funds are stated at fair value, which approximates cost. The investments in common stock of The Coca-Cola Company and the mutual funds are stated at fair value based upon quoted prices in active markets at the last reported sales price on the last business day of the Plan year. Investments in collective trust funds are stated at fair value, based on quoted redemption values determined by the investment managers. Participant loans are valued based upon remaining unpaid principal balance plus any accrued but unpaid interest.

Administrative expenses

Certain administrative expenses were paid by the Plan, as permitted by the Plan Document. All other administrative expenses were paid by the Company.


 
7
THE COCA-COLA COMPANY THRIFT & INVESTMENT PLAN

Notes to Financial Statements (Continued)



Note 3 - Investments

The fair value of investments at December 31 is as follows:

   
2005
  
2004
  
           
Participant-directed investments
  
$
915,096,253
  
$
921,882,238
  
Nonparticipant-directed investments
    
415,604,980
    
449,823,007
  
   
$
1,330,701,233
  
$
1,371,705,245
  

The fair value of individual investments that represent 5% or more of the Plan’s net assets at December 31 is as follows:

   
2005
  
2004
  
               
Common stock of The Coca-Cola Company
  
$
758,934,510
  
$
829,835,482
  
Merrill Lynch Retirement Preservation Trust
    
116,864,083
    
125,312,273
  
Barclay’s S&P 500 Stock Fund
    
115,353,295
    
114,510,304
  

Investments in common stock of The Coca-Cola Company include both participant-directed and nonparticipant-directed investments.

During the year ended December 31, 2005, the Plan’s investments (including investments purchased, sold, as well as held during the year) appreciated (depreciated) in fair value as follows:
 
Net appreciation (depreciation) in fair value of investments (as determined by quoted market prices):              
  Common stock of The Coca-Cola Company
  
$
(23,770,211
)
  
 
  
  Mutual funds
    
7,755,065
        
   
$
(16,015,146
)
      
               
Net appreciation in fair value of investments (as determined by the investment managers):              
  Collective trust funds     
5,351,638
        
  Net depreciation in fair value of investments    $
(10,663,508
 )       

 
 
 
8
THE COCA-COLA COMPANY THRIFT & INVESTMENT PLAN

Notes to Financial Statements (Continued)


 
Note 4 - Nonparticipant-Directed Investments

Information about the net assets and the significant components of the changes in net assets relating to the nonparticipant-directed investments is as follows:

   
December 31,
  2005  
  
December 31,
  2004  
  
               
Net assets, at fair value:
              
Common stock of The Coca-Cola Company
 
$
415,604,980
  
$
449,823,007
  
 
   
Year Ended
December 31, 2005
      
               
Changes in net assets:
              
Contributions
  
$
19,145,291
    
 
  
Dividends
    
11,719,183
        
Net depreciation
    
(13,091,587
)
      
Distributions to Participants
    
(47,708,882
)
      
Transfers to other investment funds
    
(4,282,032
)
      
Net decrease
 
$
(34,218,027
)
      

 
Note 5 - Transactions with Party-in-Interest

During the year ended December 31, 2005, the Plan had the following transactions relating to common stock of The Coca-Cola Company:

   
Shares
  
Fair Value
  
Realized Gain
  
Purchases
    
1,472,362
  
$
64,359,088
    
-
  
Sales
    
2,573,718
  
$
111,489,849
  
$
44,524,703
  
Dividends Received
    
-
  
$
21,502,046
    
-
  

The Plan held the following investments in common stock of The Coca-Cola Company:

   
Shares
  
Fair Value
      
December 31, 2005
    
18,827,450
  
$
758,934,510
    
 
  
December 31, 2004
    
19,928,806
  
$
829,835,482
        
 

 
 
9
THE COCA-COLA COMPANY THRIFT & INVESTMENT PLAN

Notes to Financial Statements (Continued)


 
Note 5 - Transactions with Party-in-Interest (Continued)

The Plan’s investments in the Retirement Preservation Trust, Government Fund, Small Cap Index Fund, Aggregate Bond Index Fund, International Index Fund, Basic Value Fund, Value Opportunities Fund, Fundamental Growth Fund, Long-Term Growth Fund, All-Equity Fund, Growth and Income Fund, and Cash Management Account are managed by Merrill Lynch Investment Managers. Merrill Lynch Investment Managers is an affiliate of the Trustee, and, therefore, the transactions in these funds qualify as party-in-interest.

Note 6 - Risk and Uncertainties

The Plan invests in various investment securities. Investment securities are exposed to various risks such as interest rate, market, and credit risks. Due to the level of risk associated with certain investment securities, it is at least reasonably possible that changes in the values of investment securities will occur in the near term and that such changes could materially affect Participant account balances and the amounts reported in the statement of net assets available for benefits.

Note 7 - Income Tax Status

The Plan has received a determination letter from the Internal Revenue Service dated March 25, 2003, stating that the Plan is qualified under Section 401(a) of the Code and, therefore, the related trust is exempt from taxation. The Plan was amended subsequent to receipt of the determination letter. Once qualified, the Plan is required to operate in conformity with the Code to maintain its qualification. The Committee and the Company’s tax counsel believe the Plan is being operated in compliance with the applicable requirements of the Code and, therefore, believe that the Plan, as amended, is qualified and the related trust is tax exempt.
 

 
10

THE COCA-COLA COMPANY THRIFT & INVESTMENT PLAN
EIN: 58-0628465  PN: 002
 

Schedule H, line 4i - Schedule of Assets (Held at End of Year)
December 31, 2005
 

     
(c) Description of investment
          
 
(b) Identity of issue,
  
including maturity date,
         
 
borrower, lessor or
  
rate of interest, collateral,
     
(e) Current
  
 (a)
similar party
  
par, or maturity value
  
(d) Cost
  
value
  
                       
 
MONEY MARKET FUNDS:
                    
 *
Merrill Lynch Investment Managers
    
Government Fund
  
$
5,973,673
  
$
5,973,673
  
 *
Merrill Lynch Investment Managers
    
Cash Management Account
    
877,882
    
877,882
  
 
  Total Money Market Funds
          
6,851,555
    
6,851,555
  
                     
 
COMMON STOCK:
                    
 *
The Coca-Cola Company
   
Common Stock
    
508,577,567
    
758,934,510
  
                       
 
COLLECTIVE TRUST FUNDS:
                    
  Barclay's Global Investors    
S&P 500 Stock Fund
    
97,369,386
    
115,353,295
  
 *
Merrill Lynch Investment Managers
    
Retirement Preservation Trust
    
116,864,083
    
116,864,083
  
    Total Collective Trust Funds           214,233,469     232,217,378  
                       
 
MUTUAL FUNDS:
                    
 
AIM Advisors, Inc.
    
Blue Chip Fund
    
5,440,323
    
5,962,154
  
 
Allianz NFJ
    
Small Cap Value Fund
    
24,272,530
    
25,336,407
  
 
Calvert Asset Management Co., Inc.
    
Income Fund
    
17,826,158
    
17,507,335
  
 
Davis Selected Advisers, L.P.
    
New York Venture Fund
    
24,510,459
    
30,671,405
  
 
Delaware Management Company
    
Delaware Trend Fund
    
13,096,593
    
16,045,499
  
 
The Dreyfus Corporation
    
Premier Third Century Fund
    
846,337
    
899,215
  
 
Federated Global Investment Mgt. Corp.
    
International Equity Fund
    
1,298,311
    
1,576,233
  
 
Fidelity Investments
    
Advisor Diversified International Fund
    
6,573,841
    
9,098,126 
  
 
ING Investments, LLC
    
International Value Fund
    
15,380,002
    
17,784,335
  
 
ING Investments, LLC
    
International Small Cap Fund
    
10,466,693
    
14,038,540
  
                       
 *
Party-in-interest
                    

 
11
 
THE COCA-COLA COMPANY THRIFT & INVESTMENT PLAN
EIN: 58-0628465  PN: 002
 

Schedule H, line 4i - Schedule of Assets (Held at End of Year)
December 31, 2005

 
     
(c) Description of investment
          
 
(b) Identity of issue,
  
including maturity date,
         
 
borrower, lessor or
  
rate of interest, collateral,
     
(e) Current
  
 (a)
similar party
  
par, or maturity value
  
(d) Cost
  
value
  
 
 
                    
 
MUTUAL FUNDS (CONTINUED):
                    
  Lehman Brothers    
Premier Bond Fund
     3,642,795    
 3,452,500
  
 *
Merrill Lynch Investment Managers
    
Strategy Long-Term Growth Fund
    
29,189,780
    
32,762,084
  
 *
Merrill Lynch Investment Managers
    
Strategy All-Equity Fund
    
10,507,678
    
12,237,773
  
 *
Merrill Lynch Investment Managers
    
Strategy Growth and Income Fund
    
8,366,027
    
8,999,983
  
 *
Merrill Lynch Investment Managers
    
Small Cap Index Fund
    
8,297,475
    
9,949,181
  
 *
Merrill Lynch Investment Managers
    
Aggregate Bond Index Fund
    
13,102,017
    
12,790,779
  
 *
Merrill Lynch Investment Managers
    
International Index Fund
    
6,819,552
    
8,267,024
  
 *
Merrill Lynch Investment Managers
    
Basic Value Fund
    
19,520,470
    
20,758,183
  
 *
Merrill Lynch Investment Managers
    
Fundamental Growth Fund
    
10,184,458
    
11,550,748
  
 *
Merrill Lynch Investment Managers
    
Value Opportunities Fund
    
23,885,274
    
25,624,233
  
 
Pacific Investment Mgt. Co. (PIMCO)
    
Total Return Fund
    
15,323,609
    
15,052,568
  
 
Pioneer Investment Management, Inc.
    
Pioneer Fund
   
4,818,857
    
5,520,674
  
 
Pioneer Investment Management, Inc.
    
Small Company Fund
    
3,111,391
    
2,925,143
  
 
Thornburg Investment Management, Inc.
    
International Value Fund
    
5,465,217
    
5,959,550
  
 
  Total Mutual Funds
          
281,945,847
    
314,769,672
  
                       
 
PARTICIPANT LOANS:
                    
 *
Participants
    
Loans with interest rates ranging from
              
 
 
    
 4.0% to 10.5%. Maturities through 2020. 
    
-
   
17,928,118
  
 
TOTAL ASSETS (HELD AT END OF YEAR)
        
$
1,011,608,438
  
$
1,330,701,233
  
                       
 *
Party-in-interest
                    

 
12
 
 
 
SIGNATURES



The Plan. Pursuant to the requirements of the Securities Exchange Act of 1934, The Coca-Cola Company Benefits Committee has duly caused this annual report to be signed on its behalf by the undersigned hereunto duly authorized.


THE COCA-COLA COMPANY
THRIFT & INVESTMENT PLAN
(Name of Plan)
 
 
By: /s/ Barbara S. Gilbreath
            Barbara S. Gilbreath
            Member, The Coca-Cola Company Benefits Committee
 


Date: June 27, 2006
 
 
13




EXHIBIT INDEX


 
Exhibit No.   
Description 
23  
Consent of Independent Registered Public Accounting Firm