CADBURY SCHWEPPES US FINANCE LLC – Annual Financial Report

CADBURY SCHWEPPES US FINANCE LLC (the "Company"): ANNUAL FINANCIAL REPORT ANNOUNCEMENT  In compliance with Listing Rule 9.6.1 Cadbury Schweppes US Finance LLC announces that it has, today, lodged two copies of its Annual Report and Accounts 2009 with the UK Listing Authority:  The document will shortly be available for inspection at the UK Listing Authority's Document Viewing Facility, which is situated at:  The Financial Services Authority  25 The North Colonnade  Canary Wharf  London E14 5HS  Telephone no. +44 (0)20 7066 1000  In addition, Cadbury Schweppes US Finance LLC makes the following disclosures in compliance with 6.3.5(2) of the Disclosure and Transparency Rules:  Cadbury Schweppes US Finance LLC  Annual Report & Accounts  for the year ended 31 December 2009  Directors  James Chambers  Gary Lyons  James Reed  Secretary  Gary Lyons  Registered office  The Corporation Trust Company  1209 Orange Street  Wilmington, DE 19801  Auditors  Deloitte LLP  Chartered Accountants  2 New Street Square  London  EC4A 3BZ   The directors present their annual report, together with the audited non-statutory financial statements of Cadbury Schweppes US Finance LLC (the 'Company'), for the year ended 31 December 2009 (the 'year').  Review of the business and principal activities  Throughout the year, the Company's immediate parent undertaking was CS Confectionery Inc and up until 2 February 2010, the Company was ultimately a wholly owned subsidiary of Cadbury plc. On 31 March 2010, the Company's immediate parent undertaking became Cadbury US Holdings Limited.  On 7 September 2009 Kraft Foods, Inc. (`Kraft') announced its intention to purchase the entire issued share capital of Cadbury plc. On 2 February 2010, Kraft declared its recommended Final Offer wholly unconditional as to acceptances. Cadbury plc was delisted from the London and New York Stock Exchanges on 8 March 2010.  The principal activity of the Company is the management of funding for the Cadbury group of companies (the `Group'). The Company uses its banking relationships to obtain the most appropriate funding which is then used to finance companies throughout the Group. There have not been any significant changes in the Company's principal activities in the year under review and no such changes are anticipated as at the date of this report in 2010.  The Company's financial instruments comprise borrowings, loans, cash, and other creditors. No trading in financial instruments was undertaken by the Company during the year under review.  The main risks arising from the Company's financial instruments are credit risk and interest rate risk. The Company manages these exposures by matching the terms and conditions of its assets and liabilities.  The directors believe that the Company's key performance indicator includes those measures used to monitor risk management such as credit and interest rate risk. These measures are monitored at a Group level and, as such, disclosure of these measures at an entity level are not meaningful. These and other measures are discussed further in the financial instruments section below.  On the basis of current financial projections and facilities available to the Company, and with due regard to the Company's position within the Group, the d irectors, after making enquiries, have a reasonable expectation that the Company has adequate resources to continue in operational existence for the foreseeable future. The Company attempts to manage the maturity profile of its asset and liabilities to ensure they are well matched, in addition, it has agreed funding lines in place with Group companies of $1,250,000,000 to ensure that the Company is able to meet any short-term liabilities as they fall due. The main source of external funding for the Company is through the issue of $1,000,000,000 medium term note which matures in September 2013. Accordingly, they consider that it is appropriate to adopt the going concern basis in preparing the annual report and accounts.  Other than those events listed above, there have been no significant events since the balance sheet date.  Results and dividends  The loss on ordinary activities for the financial year, after taxation, was $2, 759,000 (2008: profit of $3,638,000). The Company did not pay any interim dividends during the year (2008: $nil). The directors do not recommend the payment of a final dividend (2008: $nil).  Future prospects  The Company will continue to develop its existing activities in accordance with the requirements of the Cadbury Group and the Company's ultimate shareholder, Kraft Foods Inc.  Directors who served throughout the year  The directors at the date of this report are as stated on page 1.  Financial instruments  Market risk  The Company is exposed to market price risks in the form of currency risk and interest rate risk arising from its international business. The Company manages these risks by matching the terms and conditions of its assets and liabilities.  Credit risk  The Company is exposed to credit related losses in the event of non-performance by counterparties to financial instruments, but it does not expect any counterparties to fail to meet their obligations given the Company's policy of selecting only counterparties with high credit ratings. The exposure to credit loss of liquid assets is equivalent to the carrying value on the balance sheet. The Company has policies that limit the amount of credit exposure to any single financial institution. There were no significant concentrations of credit exposure at the year-end. Most receivables are with other members of the Cadbury Group. The directors therefore believe there is no significant credit risk arising from receivables.  Auditors  Following the acquisition of the Company's ultimate shareholder by Kraft Foods Inc., Deloitte LLP will resign as the Company's auditors.  27 April 2010 By order of the Board,  Gary Lyons  The directors are responsible for preparing the Annual Report and the financial statements in accordance with applicable law and regulations.  The Disclosure and Transparency Rules require the directors to prepare financial statements for each financial year. Under those rules the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). The financial statements are required by law to give a true and fair view of the state of affairs of the Company and of the profit or loss of the Company for that period. In preparing these financial statements, the directors are required to:    * select suitable accounting policies and then apply them consistently ;    * make judgments and estimates that are reasonable and prudent ;    * state whether applicable UK Accounting Standards have followed, subject to     any material departures disclosed and explained in the financial statements     ; and    * prepare the financial statements on the going concern basis unless it is     inappropriate to presume that the company will continue in business.  The directors consider that, in preparing the financial statements, the Company has used appropriate accounting policies that have been consistently applied and supported by reasonable and prudent judgements and estimates. All accounting standards that the directors consider applicable, have been followed subject to any material departures disclosed and explained in the financial statements.  The directors are responsible for keeping proper accounting records that disclose with reasonable accuracy at any time the financial position of the Company, and which enable them to ensure that the financial statements comply with the Disclosure and Transparency Rules. They are also responsible for safeguarding the assets of the Company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.  We have audited the non-statutory financial statements of Cadbury Schweppes US Finance LLC for the year ended 31 December 2009 which comprise the Profit and Loss Account, the Balance Sheet and the related notes 1 to 15. These financial statements have been prepared under the accounting policies set out therein.  This report is made solely to the company's directors in accordance with our engagement letter dated 23 April 2010 and solely for the purpose of Disclosure and Transparency Rules ("DTR") 4.1. Our audit work has been undertaken so that we might state to the company's directors those matters we are required to state to them in an independent auditors' report and for no other purpose. To the fullest extent permitted by law, we will not accept or assume responsibility to anyone other than that company, for our audit work, for this report, or for the opinions we have formed.  Respective responsibilities of directors and auditors  The directors' responsibilities for preparing the financial statements in accordance with DTR 4.1 and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice) and for being satisfied that the financial statements give a true and fair view are set out in the Statement of Directors' Responsibilities.  Our responsibility is to audit the financial statements in accordance with relevant legal and regulatory requirements and International Standards on Auditing (UK and Ireland).  We report to you our opinion as to whether the financial statements give a true and fair view and have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice which would have applied if the financial statements were statutory financial statements.  Basis of audit opinion  We conducted our audit in accordance with International Standards on Auditing (UK and Ireland) issued by the Auditing Practices Board. An audit includes examination, on a test basis, of evidence relevant to the amounts and disclosures in the financial statements. It also includes an assessment of the significant estimates and judgements made by the directors in the preparation of the financial statements, and of whether the accounting policies are appropriate to the company's circumstances, consistently applied and adequately disclosed.  We planned and performed our audit so as to obtain all the information and explanations which we considered necessary in order to provide us with sufficient evidence to give reasonable assurance that the financial statements are free from material misstatement, whether caused by fraud or other irregularity or error. In forming our opinion we also evaluated the overall adequacy of the presentation of information in the financial statements.  Opinion  In our opinion:    * the financial statements give a true and fair view of the state of the     company's affairs as at 31 December 2009 and of its loss for the year then     ended;    * the financial statements have been properly prepared in accordance with     United Kingdom Generally Accepted Accounting Practice ;  Deloitte LLP  Chartered Accountants  London, United Kingdom  30 April 2010                                                   Notes   2009        2008                                                          $'000       $'000  Interest receivable and similar income             4     76,663      127,299 Interest payable and similar charges               5     (79,422)    (123,661)                                                          ___________ ___________  (Loss)/profit on ordinary activities before              (2,759)     3,638 taxation Tax on (loss)/profit on ordinary activities        6     -           -                                                          ___________ ___________  Retained (Loss)/profit for the year                12    (2,759)     3,638                                                          ___________ ___________   All operations of the Company continued throughout both years.  There were no gains or losses in the current or prior period other than those shown in the profit and loss account, accordingly no statement of total r ecognised gains and losses is presented. A reconciliation of movements in shareholders' funds is contained in Note 12.                                                   Notes   2009        2008                                                          $'000       $'000  Current assets Cash                                                     5           - Debtors: due within one year                       7     6,268       9,633 Debtors: due after more than one year              8     1,648,440   1,790,093                                                          ___________ ___________  Total current assets                                     1,654,713   1,799,726 Creditors: due within one year                     9     (15,312)    (18,506)                                                          ___________ _________  Net current assets                                       1,639,401   1,781,220 Creditors: due after more than one year            10    (1,627,480) (1,766,540)                                                          ___________ ___________  Net assets                                               11,921      14,680                                                          ___________ ___________  Capital and Reserves Called up share capital                            11    1           1 Profit and loss account                            12    11,920      14,679                                                          ___________ ___________  Shareholders' funds                                      11,921      14,680                                                          ___________ ___________   Signed on behalf of the Board of Directors  …………………………………………………. Gary Lyons  …………………………………………………. James Reed  27 April 2010   1. Accounting policies  The financial statements have been prepared under the historical cost convention with the exception of revaluation of financial instruments and in accordance with applicable United Kingdom law and accounting standards. They have also been prepared on the going concern basis as discussed in the Directors Report on page 2.  The accounts are prepared in US Dollars, being the functional currency of the Company.  a) Financial year  These non-statutory accounts are drawn up on a calendar year basis with 12 monthly periods. The profit and loss account and balances sheet covers the year from 1 January 2009 to 31 December 2009 and the year from 1 January 2008 to 31 December 2008.  b) Foreign currencies  Monetary assets and liabilities in foreign currencies are translated into US dollarsat the rates ruling at the end of the financial year. All profits and losses on exchange are credited or charged to the profit and loss accounts.  c) Financial instruments  Adoption of FRS 29  FRS 29 `Financial Instruments: disclosures' became effective from 1 January 2007. As the Company was ultimately 100% owned by Cadbury plc, whose financial statements have been prepared for the year in accordance with IFRS7, the Company is exempt from the disclosure requirements of FRS 29.  The following are the Company's accounting policies for financial instruments.  d) Recognition  Financial assets and financial liabilities are recognised on the Company's balance sheet when the Company becomes party to the contractual provisions of the instruments on a trade date basis.  e) Borrowings  Borrowings are initially recognised at fair value plus any transaction costs associated with the issue of the relevant financial liability. Subsequent to initial measurement, borrowings are measured at amortised cost with the borrowing costs being accounted for on an accrual basis in profit and loss using the effective interest rate method. Accrued interest is recognised separately as other creditors.  f) Loans and receivables  Loans and receivables are measured at amortised cost using the effective interest rate method.  g) Cash flow statement  In accordance with the provision of Financial Reporting Standard No.1 (Revised 1996), the Company has not prepared a cash flow statement because its ultimate parent company throughout the year, Cadbury plc, a company incorporated in Great Britain and registered in England and Wales, has prepared consolidated financial statements which include the financial statements of the Company for the period and which are publicly available.  h) Cash and cash equivalents  Cash and cash equivalents comprise cash on hand and demand deposits, and other short-term highly liquid investments that are readily convertible to a known amount of cash and are subject to an insignificant risk of changes in value.  2. Parent undertaking  Throughout the year, the Company's immediate parent undertaking was CS Confectionery Inc and up until 2 February 2010, the Company was ultimately a wholly owned subsidiary of Cadbury plc. On 31 March 2010, the Company's immediate parent undertaking became Cadbury US Holdings Limited.  On 7 September 2009 Kraft Foods, Inc. (`Kraft') announced its intention to purchase the entire issued share capital of Cadbury plc. On 2 February 2010, Kraft declared its recommended Final Offer wholly unconditional as to acceptances. Cadbury plc was delisted from the London and New York Stock Exchanges on 8 March 2010.  Cadbury plc is also the largest and the smallest group in which the results of the Company are consolidated for the years ending 31 December 2008 and 31 December 2009. Copies of the Group financial statements of Cadbury plc are available from Cadbury House, Sanderson Road, Uxbridge, Middlesex, UB8 1DH.  3. Directors' emoluments and employee information  The directors are remunerated by a subsidiary of Cadbury plc for their services to the Group as a whole. No remuneration was paid to them specifically in respect of the Company in either year.  The Company had no employees in either year.   4. Interest receivable and similar income                                                         2009          2008                                                        $'000         $'000  Interest receivable from immediate parent              57,799        45,565 Interest receivable from other Group undertakings      18,856        81,556 Other interest receivable (including bank interest)    8             178                                                        ___________   ___________                                                         76,663        127,299                                                         ____________ ___________   5. Interest payable and similar charges                                                         2009          2008                                                        $'000         $'000  Interest payable to other Group undertakings           26,902        41,338 Other interest payable (including bank interest)       52,520        82,323                                                        ___________   ___________                                                         79,422        123,661                                                         ____________ ___________  6. Taxation on profit on ordinary activities  The Company is a US tax resident entity. Under US tax law, the entity has no liability to corporation tax. The tax liability on the entity's profits falls on the shareholders and accordingly no tax charge or liability is shown in the financial statements.   7. Debtors: due within one year   8.                                                          2009        2008                                                         $'000       $'000  Amounts owed by immediate parent                        4,925       6,569 Amounts owed by other Group undertakings                1,343       3,064                                                         ___________ ___________                                                          6,268       9,633                                                         ___________ ___________  Loans to subsidiary and other Group undertakings bear interest at market rates.  All amounts are recoverable within one year  8. Debtors: due after more than one year                                                          2009        2008                                                         $'000       $'000  Amounts owed by immediate parent                        1,037,918   987,400 Amounts owed by other Group undertakings                610,522     802,693                                                         ___________ ___________                                                          1,648,440   1,790,093                                                         ___________ ___________   9. Creditors: due within one year  10.                                                          2009        2008                                                         $'000       $'000  Bank overdraft                                          -           3,249 Accrued Interest                                        12,812      12,742 Amounts owed to Group undertakings                      2,500       2,515                                                         ___________ ___________                                                          15,312      18,506                                                         ___________ ___________  Information on the effective interest rate and currency of borrowings is included in Note 14.  10. Creditors: due after more than one year                                                          2009        2008                                                         $'000       $'000  Borrowings                                              996,197     995,183 Amount owed to immediate parent company                 -           - Amounts owed to other Group undertakings                631,283     771,357                                                         ___________ ___________                                                          1,627,480   1,766,540                                                         ___________ ___________   11. Called up share capital                                                          2009        2008                                                         $'000       $'000  Authorised, allotted, called up and fully paid:         1           1 1,000 ordinary shares of $1 each                                                         ___________ ___________  12. Reconciliation of movements in shareholders' funds                                             Called up    Profit    Total    Total                                                share  and loss     31        1                                              capital   account  December  January                                                                   2009     2009  Shareholders' funds at beginning of                1    14,679    14,680    11,042 year (Loss)/profit for the financial                    -   (2,759)   (2,759)     3,638 year                                            ________  ________  ________  ________  Shareholders' funds at end of year                 1    11,920    11,921    14,680                                            _________ _________ _________ _________   13. Treasury risk management  The principal activity of the Company is financing the needs of the US affiliates of the Cadbury Group. The Company's financial instruments comprise borrowings, loans, cash and other creditors. No trading in financial instruments was undertaken by the Company during the period under review.  The main risks arising from the Company's financial instruments are credit risk and interest rate risk. The Company manages these exposures by matching the terms and conditions of its assets and liabilities.  14. Borrowings and other financial instruments  a) Analysis of net (funds)/borrowings                                                           2009        2008                                                          $'000       $'000  Cash/(overdrafts in bank)                                (5)         3,249 Amounts owed to parent company and other Group           (1,654,708) (1,799,726) undertakings Loans from parent company and other Group undertakings   633,784     773,872 Long-term borrowings                                     996,197     995,183 Short-term borrowing                                     12,812      12,742                                                          ___________ ___________  Net (funds)/borrowings                                   (11,920)    (14,680)                                                          ___________ ___________  b) Detailed analysis of borrowings                                      2009       2009       2008       2008                                     Amounts    Amounts    Amounts    Amounts                                     due        due        due        due                                     within one after more within one after more                                     year       than one   year       than one                                                year                  year                                     $'000      $'000      $'000      $'000  Borrowings                          12,812     996,197    12,742     995,183 Overdrafts                          -          -          3,249      - Loans from parent and other Group   2,500      631,283    2,515      771,357 undertakings                                      _________  _________  _________  _________                                      15,312     1,627,480  18,506     1,766,540                                     _________  _________  _________  _________  c) Interest rate and currency of borrowings  The Company's fixed rate borrowings were as follows:  As at 31 December 2009:                        Fixed rate Weighted   Weighted                                                borrowings Average    Average                                                           Effective  Effective                                                           interest   interest                                                           rate       rate                                                $'000      %          Years  US dollar note due 2013                        996,197    5.125      3.75  As at 31 December 2008:                        Fixed rate Weighted   Weighted                                               borrowings Average    Average                                                           Effective  Effective                                                           interest   interest                                                           rate       rate                                                $'000      %          Years  US dollar note due 2013                        995,183    5.125      4.75  6  Directors and advisers                                        10                         CADBURY SCHWEPPES US FINANCE LLC  Report of the Directors  For the year ended 31 December 2009                         CADBURY SCHWEPPES US FINANCE LLC  Statement of Directors' Responsibilities  For the year ended 31 December 2009  Independent Auditors' report to the Members of Cadbury Schweppes US FINANCE LLC                         CADBURY SCHWEPPES US FINANCE LLC  Profit and loss account  For the year ended 31 December 2009                         CADBURY SCHWEPPES US FINANCE LLC  Balance sheet  As at 31 December 2009                         CADBURY SCHWEPPES US FINANCE LLC  Notes to accounts    END