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UNITED STATES |
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SECURITIES AND EXCHANGE COMMISSION |
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Washington, D.C. 20549 |
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SCHEDULE 13G
Under
the Securities Exchange Act of 1934
(Amendment No. 4)*
Coca-Cola FEMSA, S.A. de C.V.
(Name of Issuer)
Series L Shares, without par value
(Title of Class of Securities)
191241108
(CUSIP Number)
December 31, 2007
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
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Rule 13d-1(b) |
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Rule 13d-1(c) |
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Rule 13d-1(d) |
*The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
CUSIP No. 191241108 |
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1. |
Names of Reporting Persons |
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2. |
Check the Appropriate Box if a Member of a Group (See Instructions) |
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(a) |
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(b) |
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3. |
SEC Use Only |
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4. |
Citizenship or Place of
Organization |
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Number of |
5. |
Sole Voting Power |
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6. |
Shared Voting Power |
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7. |
Sole Dispositive Power |
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8. |
Shared Dispositive Power |
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9. |
Aggregate Amount
Beneficially Owned by Each Reporting Person |
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10. |
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) o |
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11. |
Percent of Class
Represented by Amount in Row (9) |
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12. |
Type of Reporting Person
(See Instructions) |
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* Cascade Investment, L.L.C. (Cascade) holds 77,259 American Depositary Shares (ADSs), each representing 10 Series L Shares, without par value. The Series L Shares underlying the ADSs held by Cascade represent .3% of the outstanding Series L Shares. All ADSs held by Cascade may be deemed to be beneficially owned by William H. Gates III as the sole member of Cascade. Michael Larson, the Business Manager of Cascade, has voting and investment power with respect to the ADSs held by Cascade. Mr. Larson disclaims any beneficial ownership of the ADSs beneficially owned by Cascade and Mr. Gates.
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CUSIP No. 191241108 |
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1. |
Names of Reporting Persons |
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2. |
Check the Appropriate Box if a Member of a Group (See Instructions) |
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(a) |
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(b) |
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3. |
SEC Use Only |
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4. |
Citizenship or Place of
Organization |
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Number of |
5. |
Sole Voting Power |
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6. |
Shared Voting Power |
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7. |
Sole Dispositive Power |
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8. |
Shared Dispositive Power |
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9. |
Aggregate Amount Beneficially
Owned by Each Reporting Person |
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10. |
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) o |
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11. |
Percent of Class
Represented by Amount in Row (9) |
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12. |
Type of Reporting Person
(See Instructions) |
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* The Bill & Melinda Gates Foundation Trust (the Trust) holds 3,781,208 American Depositary Shares (ADSs), each representing 10 Series L Shares, without par value. The Series L Shares underlying the ADSs held by the Trust represent 13.9% of the outstanding Series L Shares. For purposes of Rule 13d-3 under the Securities Exchange Act of 1934, as amended, all the ADSs held by the Trust may be deemed to be beneficially owned by William H. Gates III and Melinda French Gates as Co-Trustees of the Trust. Michael Larson acts with investment discretion for Mr. and Mrs. Gates, as Co-Trustees of the Trust, in respect of the ADSs owned by the Trust. Mr. Larson disclaims any beneficial ownership of the ADSs beneficially owned by the Trust or Mr. and Mrs. Gates.
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CUSIP No. 191241108 |
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1. |
Names of Reporting Persons |
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2. |
Check the Appropriate Box if a Member of a Group (See Instructions) |
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(a) |
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(b) |
x |
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3. |
SEC Use Only |
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4. |
Citizenship or Place of
Organization |
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Number of |
5. |
Sole Voting Power |
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6. |
Shared Voting Power |
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7. |
Sole Dispositive Power |
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8. |
Shared Dispositive Power |
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9. |
Aggregate Amount
Beneficially Owned by Each Reporting Person |
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10. |
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) o |
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11. |
Percent of Class
Represented by Amount in Row (9) |
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12. |
Type of Reporting Person
(See Instructions) |
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* The Bill & Melinda Gates Foundation Trust (the Trust) holds 3,781,208 American Depositary Shares (ADSs), each representing 10 Series L Shares, without par value. The Series L Shares underlying the ADSs held by the Trust represent 13.9% of the outstanding Series L Shares. For purposes of Rule 13d-3 under the Securities Exchange Act of 1934, as amended, all the ADSs held by the Trust may be deemed to be beneficially owned by William H. Gates III and Melinda French Gates as Co-Trustees of the Trust. Michael Larson acts with investment discretion for Mr. and Mrs. Gates, as Co-Trustees of the Trust, in respect of the ADSs owned by the Trust. Mr. Larson disclaims any beneficial ownership of the ADSs beneficially owned by the Trust or Mr. and Mrs. Gates.
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CUSIP No. 191241108 |
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1. |
Names of Reporting Persons |
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2. |
Check the Appropriate Box if a Member of a Group (See Instructions) |
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(a) |
o |
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(b) |
x |
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3. |
SEC Use Only |
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4. |
Citizenship or Place of
Organization |
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Number of |
5. |
Sole Voting Power |
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6. |
Shared Voting Power |
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7. |
Sole Dispositive Power |
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8. |
Shared Dispositive Power |
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9. |
Aggregate Amount
Beneficially Owned by Each Reporting Person |
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10. |
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) o |
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11. |
Percent of Class
Represented by Amount in Row (9) |
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12. |
Type of Reporting Person
(See Instructions) |
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* Cascade Investment, L.L.C. (Cascade) and the Bill & Melinda Gates Foundation Trust (the Trust) hold 77,259 and 3,781,208, American Depositary Shares (ADSs) respectively, each representing 10 Series L Shares, without par value. The Series L Shares underlying the ADSs held by Cascade and the Trust represent .3% and 13.9%, respectively, of the outstanding Series L Shares. All ADSs held by Cascade may be deemed to be beneficially owned by William H. Gates III as the sole member of Cascade. For purposes of Rule 13d-3 under the Securities Exchange Act of 1934, as amended, all ADSs held by the Trust may be deemed to be beneficially owned by William H. Gates III and Melinda French Gates as Co-Trustees of the Trust. Michael Larson, the Business Manager of Cascade, has voting and investment power with respect to the ADSs held by Cascade. In addition, Mr. Larson acts with investment discretion for Mr. and Mrs. Gates, as Co-Trustees of the Trust, in respect of the ADSs owned by the Trust. Mr. Larson disclaims any beneficial ownership of the ADSs beneficially owned by Cascade, the Trust or Mr. and Mrs. Gates.
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Item 1. |
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(a) |
Name of Issuer |
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(b) |
Address of Issuers
Principal Executive Offices Col. Centro de Ciudad Sante Fé Delegación Alvaro Obregón México, D.F. 01210 |
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Item 2. |
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(a) |
Name of Person Filing |
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Address of Principal
Business Office or, if none, Residence The Trust 1551 Eastlake Avenue E., Seattle, Washington 98102 Mr. Gates One Microsoft Way, Redmond, Washington 98052 Mrs. Gates 2365 Carillon Point, Kirkland, Washington 98033 |
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(c) |
Citizenship The Trust is a charitable trust organized under the laws of the State of Washington. Both Mr. and Mrs. Gates are citizens of the United States of America. |
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(d) |
Title of Class of
Securities |
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(e) |
CUSIP Number |
*Neither the present filing nor anything contained herein shall be construed as an admission that Cascade, the Trust or Mr. and Mrs. Gates constitute a person for any purpose other than Section 13(g) of the Securities Exchange Act of 1934, or that Cascade, the Trust and Mr. and Mrs. Gates constitute a group for any purpose.
**The stated CUSIP Number relates to the American Depositary Shares representing the Series L Shares.
Item 3. |
If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a: |
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(a) |
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Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o). |
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(b) |
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Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c). |
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(c) |
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Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c). |
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(d) |
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Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8). |
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(e) |
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An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E); |
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(f) |
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An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F); |
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(g) |
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A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G); |
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(h) |
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A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813); |
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(i) |
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A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3); |
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(j) |
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Group, in accordance with §240.13d-1(b)(1)(ii)(J). |
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Not Applicable. |
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Item 4. |
Ownership |
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Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1. |
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(a) |
Amount beneficially owned: See the responses to Item 9 on the attached cover pages. |
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(b) |
Percent of class: See the responses to Item 11 on the attached cover pages. |
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(c) |
Number of shares as to which the person has:
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(i) |
Sole power to vote or to direct the vote See the responses to Item 5 on the attached cover pages. |
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(ii) |
Shared power to vote or to direct the vote See the responses to Item 6 on the attached cover pages. |
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(iii) |
Sole power to dispose or to direct the disposition of See the responses to Item 7 on the attached cover pages. |
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Shared power to dispose or to direct the disposition of See the responses to Item 8 on the attached cover pages. |
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Item 5. |
Ownership of Five Percent or Less of a Class |
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If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following o. |
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Item 6. |
Ownership of More than Five Percent on Behalf of Another Person |
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Not Applicable. |
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Item 7. |
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person |
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Not Applicable. |
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Item 8. |
Identification and Classification of Members of the Group |
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See Exhibit 99.1. |
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Item 9. |
Notice of Dissolution of Group |
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Not Applicable. |
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Item 10. |
Certification |
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By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect. |
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SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
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Date: February 14, 2008 |
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CASCADE INVESTMENT, L.L.C. |
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By |
/s/ Michael Larson |
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Name: |
Michael Larson |
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Title: |
Business Manager |
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BILL & MELINDA GATES FOUNDATION TRUST |
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By |
/s/ Michael Larson |
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Name: |
Michael Larson (1) |
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Title: |
Attorney-in-fact for
each of the Co- |
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WILLIAM H. GATES III |
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By |
/s/ Michael Larson |
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Name: |
Michael Larson (1) (2) |
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Title: |
Attorney-in-fact |
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MELINDA FRENCH GATES |
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By |
/s/ Michael Larson |
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Name: |
Michael Larson (1) |
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Title: |
Attorney-in-fact |
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JOINT FILING AGREEMENT
We, the signatories of the statement to which this Joint Filing Agreement is attached, hereby agree that such statement is filed, and any amendments thereto filed by either or both of us will be filed, on behalf of each of us.
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Date: February 14, 2008 |
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CASCADE INVESTMENT, L.L.C. |
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By |
/s/ Michael Larson |
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Name: |
Michael Larson |
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Title: |
Business Manager |
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BILL & MELINDA GATES FOUNDATION TRUST |
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By |
/s/ Michael Larson |
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Name: |
Michael Larson (1) |
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Title: |
Attorney-in-fact for
each of the Co- |
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WILLIAM H. GATES III |
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By |
/s/ Michael Larson |
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Name: |
Michael Larson (1) (2) |
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Title: |
Attorney-in-fact |
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MELINDA FRENCH GATES |
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By |
/s/ Michael Larson |
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Name: |
Michael Larson (1) |
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Title: |
Attorney-in-fact |
(1) Duly authorized under Special Power of Attorney appointing Michael Larson attorney-in-fact, dated November 13, 2006, by and on behalf of William H. Gates III and Melinda French Gates as Co-Trustees, filed as Exhibit 99.1 to the Bill & Melinda Gates Foundation Trusts Amendment No. 3 to Schedule 13G with respect to Coca-Cola FEMSA, S.A. de C.V. on February 13, 2007, SEC File No. 005-52421, and incorporated by reference herein.
(2) Duly authorized under Special Power of Attorney appointing Michael Larson attorney-in-fact, dated February 3, 2006, by and on behalf of William H. Gates III, filed as Exhibit 99.1 to Cascade Investment, L.L.C.s Amendment No. 2 to Schedule 13G with respect to Arch Capital Group Ltd. on March 7, 2006, SEC File No. 005-45257, and incorporated by reference herein.