Coca-Cola FEMSA and Grupo Yoli reach an agreement to merge their bottling operations

Mexico City, Mexico – January 17, 2013 – Coca-Cola FEMSA, S.A.B. de C.V. (BMV: KOFL; NYSE: KOF) (“Coca-Cola FEMSA,” “KOF,” or the “Company”), the largest public bottler of Coca-Cola products in the world, and Grupo Yoli, S.A. de C.V. and its shareholders (“Grupo Yoli”), one of the oldest family-owned Coca-Cola bottlers in Mexico, operating mainly in the state of Guerrero as well as in parts of the state of Oaxaca, have agreed to merge their operations. Grupo Yoli sold approximately 99 million unit cases of beverages in Mexico in 2012.

The merger agreement has been approved by both Coca-Cola FEMSA’s and Grupo Yoli’s Boards of Directors and is subject to the completion of confirmatory legal, financial, and operating due diligence and to customary regulatory and corporate approvals, including the approval of The Coca-Cola Company and the Comisión Federal de Competencia, the Mexican antitrust authority. Both Coca-Cola FEMSA and Grupo Yoli will call for an extraordinary shareholders meeting for the approval of this merger.

The aggregate enterprise value of this transaction is Ps. 8,806 million. As a result of the merger, Grupo Yoli will receive approximately 42.4 million newly issued KOF series L shares at a value of Ps. 184.0 per share, calculated based on the average closing price of the KOF series L share over the 10 trading days preceding December 12, 2012, date on which we reached a non-binding agreement. The number of shares may be adjusted within agreed upon thresholds, pending the completion of the due diligence process. As part of the transaction, Coca-Cola FEMSA will assume Ps. 1,009 million in net debt.

As a result of this transaction, Coca-Cola FEMSA will become the owner of a 10.14% stake in Promotora Industrial Azucarera, S.A. de C.V. (“PIASA”), a participant in the Mexican sugar industry. Assuming this additional stake, Coca-Cola FEMSA will own 36.3% of one of Mexico’s leading sugar producers.

“Since our founding almost 100 years ago, our goal has been to fulfill our clients and consumers evolving needs in the non-alcoholic beverage industry, while enhancing the well-being of our talented team of professionals and the communities we serve. At this point in our history, we are proud to merge with Coca-Cola FEMSA, a like-minded company with a diversified geographic presence, an experienced management team, and industry-leading growth prospects. Loyalty to our company and to our employees, our devotion to quality and excellence, our guiding principles of integrity and honesty, and our commitment to create economic, social, and environmental value are fully aligned with the values of our new partner. In addition to our shared values, we are certain that, together, we can combine the best practices and talent that we have developed at Grupo Yoli with the expertise and track record of Coca-Cola FEMSA to solidify our merged company's market leadership and create value for all of our stakeholders,” said the shareholders of Grupo Yoli.

“As we enter a new year, for our company and the Mexican Coca-Cola bottling system, we are pleased to announce our merger with another of the oldest franchise territories in Mexico. Once again, we are honored that a highly respected family with vast operating experience in the soft drink industry favored us as an investment vehicle with which to merge their business. Together, we will capitalize on the geographic proximity of our contiguous territories, the mutual benefit of our shared best practices, and the broad consumer appeal of our integrated multi-category portfolio of beverages to create value for all of our stakeholders. This transaction underscores our commitment to continue expanding within Latin America. Moreover, our advisory board will gain from the considerable experience and expertise of Grupo Yoli’s shareholders,” said Carlos Salazar Lomelin, Chief Executive Officer of the Company.

Carlos Uribe 

COCA-COLA FEMSA, S.A.B. DE C.V.

By:  /s/ Héctor Treviño Gutiérrez              

Héctor Treviño Gutiérrez

Chief Financial Officer

 Date: January 18, 2013