2ND UPDATE: Coke Femsa In Contact With Coke Bottlers World-Wide

Mexican soft-drink group Coca-Cola Femsa SAB (KOF) said Wednesday it is in contact with Coke bottlers around the world, and that it would be willing to issue more limited voting L shares so as to offer a potential partner a stake in the company.

Coke Femsa, Latin America's largest bottler of Coca-Cola Co. (KO) products, plans to issue 63.5 million new shares to purchase the beverage unit of privately held Mexican Coke bottler Grupo Tampico, giving that company 20% of Coke Femsa's L shares as well as two seats on the board of directors.

"In some cases owners like the business and want to stay in the business," Coke Femsa Chief Executive Carlos Salazar said during a conference-call discussion of the Tampico deal. "We are very disciplined, but at the same time we are very flexible."

Salazar said that with more than $1 billion in cash on hand, Coke Femsa is prepared to jump on acquisition opportunities that may present themselves in Latin America and the rest of the world as the beverage sector consolidates.

The Tampico deal is valued at 9.30 billion pesos ($790 million), including the assumption of MXN2.75 billion in debt.

Chief Financial Officer Hector Trevino noted that the Tampico deal brings Coke Femsa's participation in controlling A shares to 51.9%, just above the 51% minimum dictated by the company's by-laws.

"In the case where a strong acquisition required additional space, I can very easily envision a situation where we issue L shares, which I guess is desirable for the market because it would increase liquidity, and in the past Coca-Cola has shown that it's willing to participate," Trevino said.

Atlanta-based Coca-Cola holds a 30.6% stake in Coke Femsa via its D shares, which carry full voting rights.

Kent Landers, a spokesman for Coca-Cola in Atlanta, said the company declined to comment.

Coke Femsa has operations in eight Latin American countries in addition to Mexico. Trevino said that more recently the company has been in contact with Coke bottlers elsewhere in the world, and that "things happen" when terms are attractive for both parties.

Credit Suisse described the Tampico deal, announced late Tuesday, as a "transformational deal for the industry" because a large player showed willingness to invite a family-owned bottler to participate in broader growth opportunities.

The Tampico deal gives Coke Femsa 45% of the Coke system in Mexico in terms of volume.

The deal comes on the heels of the merger of Mexican Coke bottlers Arca and Continental, which together sold 172.7 million unit cases in the first quarter, making Arca Continental SAB (AC.MX) the second-biggest Coca-Cola bottler in Latin America.

Coke Femsa reported unit case sales of 604.8 million in the first quarter.

Trevino said his company hopes to clinch more than MXN180 million in synergies from the Tampico tie-up over the next 18 to 24 months.

Coke Femsa's Mexican production capacity is stretched, and the Tampico purchase--which includes four bottling facilities--will allow Coke Femsa to delay capital-expenditure plans to build new plants.

Pending regulatory approval, Trevino said the company hopes to close the Tampico deal in September; also, the agreement allows for significant penalties if the fusion is not completed.

If the deal is successful, Tampico's owners are restricted to selling no more than 10% of their L shares a year.

-By Amy Guthrie, Dow Jones Newswires; 52-55-5980-5177; [e-mail]