Cover
Cover - shares | 9 Months Ended | |
Sep. 30, 2022 | Oct. 21, 2022 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Sep. 30, 2022 | |
Document Transition Report | false | |
Entity File Number | 0-9286 | |
Entity Registrant Name | COCA-COLA CONSOLIDATED, INC. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 56-0950585 | |
Entity Address, Address Line One | 4100 Coca‑Cola Plaza | |
Entity Address, City or Town | Charlotte | |
Entity Address, State or Province | NC | |
Entity Address, Postal Zip Code | 28211 | |
City Area Code | (704) | |
Local Phone Number | 557-4400 | |
Title of 12(b) Security | Common Stock, par value $1.00 per share | |
Trading Symbol | COKE | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2022 | |
Document Fiscal Period Focus | Q3 | |
Entity Central Index Key | 0000317540 | |
Current Fiscal Year End Date | --12-31 | |
Common Stock | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 8,368,993 | |
Class B Common Stock | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 1,004,696 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Oct. 01, 2021 | Sep. 30, 2022 | Oct. 01, 2021 | |
Net sales | $ 1,628,589 | $ 1,457,432 | $ 4,628,162 | $ 4,160,375 |
Cost of sales | 1,007,482 | 939,720 | 2,948,820 | 2,699,020 |
Gross profit | 621,107 | 517,712 | 1,679,342 | 1,461,355 |
Selling, delivery and administrative expenses | 431,177 | 380,681 | 1,211,134 | 1,109,279 |
Income from operations | 189,930 | 137,031 | 468,208 | 352,076 |
Interest expense, net | 6,083 | 8,097 | 20,928 | 25,208 |
Other expense, net | 24,746 | 34,982 | 27,666 | 94,078 |
Income before taxes | 159,101 | 93,952 | 419,614 | 232,790 |
Income tax expense | 40,340 | 25,022 | 107,901 | 62,317 |
Net income | $ 118,761 | $ 68,930 | $ 311,713 | $ 170,473 |
Common Stock | ||||
Basic net income per share: | ||||
Common Stock (in dollars per share) | $ 12.67 | $ 7.36 | $ 33.25 | $ 18.19 |
Weighted average number of Common Stock shares outstanding (in shares) | 8,369 | 7,141 | 8,032 | 7,141 |
Diluted net income per share: | ||||
Common Stock (in dollars per share) | $ 12.63 | $ 7.32 | $ 33.13 | $ 18.11 |
Weighted average number of Common Stock shares outstanding - assuming dilution (in shares) | 9,406 | 9,409 | 9,410 | 9,413 |
Cash dividends per share: | ||||
Common Stock (in dollars per share) | $ 0.25 | $ 0.25 | $ 0.75 | $ 0.75 |
Class B Common Stock | ||||
Basic net income per share: | ||||
Common Stock (in dollars per share) | $ 12.67 | $ 7.36 | $ 33.29 | $ 18.19 |
Weighted average number of Common Stock shares outstanding (in shares) | 1,005 | 2,232 | 1,342 | 2,232 |
Diluted net income per share: | ||||
Common Stock (in dollars per share) | $ 12.62 | $ 7.31 | $ 33.15 | $ 18.10 |
Weighted average number of Common Stock shares outstanding - assuming dilution (in shares) | 1,037 | 2,268 | 1,378 | 2,272 |
Cash dividends per share: | ||||
Common Stock (in dollars per share) | $ 0.25 | $ 0.25 | $ 0.75 | $ 0.75 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Oct. 01, 2021 | Sep. 30, 2022 | Oct. 01, 2021 | |
Statement of Comprehensive Income [Abstract] | ||||
Net income | $ 118,761 | $ 68,930 | $ 311,713 | $ 170,473 |
Defined benefit plans reclassification including pension costs: | ||||
Actuarial gain | 746 | 916 | 2,237 | 2,745 |
Prior service credits | 0 | 1 | 0 | 2 |
Postretirement benefits reclassification including benefit costs: | ||||
Actuarial gain | 69 | 140 | 207 | 419 |
Interest rate swap | 0 | 0 | 0 | 556 |
Foreign currency translation adjustment | 0 | (6) | 0 | (15) |
Other comprehensive income, net of tax | 815 | 1,051 | 2,444 | 3,707 |
Comprehensive income | $ 119,576 | $ 69,981 | $ 314,157 | $ 174,180 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
Current Assets: | ||
Cash and cash equivalents | $ 163,244 | $ 142,314 |
Accounts receivable, trade | 557,026 | 472,270 |
Allowance for doubtful accounts | (15,617) | (17,336) |
Accounts receivable from The Coca‑Cola Company | 46,745 | 57,737 |
Accounts receivable, other | 70,168 | 33,878 |
Inventories | 313,699 | 302,851 |
Prepaid expenses and other current assets | 91,959 | 78,068 |
Assets held for sale | 3,045 | 6,880 |
Total current assets | 1,230,269 | 1,076,662 |
Property, plant and equipment, net | 1,082,940 | 1,030,688 |
Right-of-use assets - operating leases | 140,977 | 139,877 |
Leased property under financing leases, net | 6,843 | 64,211 |
Other assets | 112,474 | 120,486 |
Goodwill | 165,903 | 165,903 |
Total assets | 3,597,278 | 3,445,570 |
Current Liabilities: | ||
Current portion of obligations under operating leases | 26,465 | 22,048 |
Current portion of obligations under financing leases | 2,259 | 6,060 |
Accounts payable, trade | 323,352 | 319,318 |
Accounts payable to The Coca‑Cola Company | 189,885 | 145,671 |
Other accrued liabilities | 207,250 | 226,769 |
Accrued compensation | 121,592 | 110,894 |
Accrued interest payable | 5,892 | 4,096 |
Total current liabilities | 876,695 | 834,856 |
Deferred income taxes | 147,976 | 136,432 |
Pension and postretirement benefit obligations | 76,375 | 93,391 |
Other liabilities | 750,814 | 758,610 |
Noncurrent portion of obligations under operating leases | 119,617 | 122,046 |
Noncurrent portion of obligations under financing leases | 8,110 | 65,006 |
Long-term debt | 598,778 | 723,443 |
Total liabilities | 2,578,365 | 2,733,784 |
Commitments and Contingencies | ||
Equity: | ||
Additional paid-in capital | 135,953 | 135,953 |
Retained earnings | 1,029,169 | 724,486 |
Accumulated other comprehensive loss | (98,019) | (100,463) |
Total equity | 1,018,913 | 711,786 |
Total liabilities and equity | 3,597,278 | 3,445,570 |
Common Stock | ||
Equity: | ||
Common Stock | 11,431 | 10,204 |
Treasury stock, at cost | (60,845) | (60,845) |
Class B Common Stock | ||
Equity: | ||
Common Stock | 1,633 | 2,860 |
Treasury stock, at cost | (409) | (409) |
Distribution agreements, net | ||
Current Assets: | ||
Intangible assets, net | 848,257 | 836,777 |
Customer lists, net | ||
Current Assets: | ||
Intangible assets, net | $ 9,615 | $ 10,966 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) (Parenthetical) - $ / shares | Sep. 30, 2022 | Dec. 31, 2021 |
Common Stock | ||
Common stock, par value (in dollars per share) | $ 1 | $ 1 |
Common stock, shares authorized (in shares) | 30,000,000 | 30,000,000 |
Common stock, shares issued (in shares) | 11,431,367 | 10,203,821 |
Treasury stock, shares (in shares) | 3,062,374 | 3,062,374 |
Class B Common Stock | ||
Common stock, par value (in dollars per share) | $ 1 | $ 1 |
Common stock, shares authorized (in shares) | 10,000,000 | 10,000,000 |
Common stock, shares issued (in shares) | 1,632,810 | 2,860,356 |
Treasury stock, shares (in shares) | 628,114 | 628,114 |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2022 | Oct. 01, 2021 | |
Cash Flows from Operating Activities: | ||
Net income | $ 311,713 | $ 170,473 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization expense from property, plant and equipment and financing leases | 110,661 | 117,910 |
Amortization of intangible assets and deferred proceeds, net | 17,722 | 17,431 |
Fair value adjustment of acquisition related contingent consideration | 21,132 | 90,905 |
Deferred payroll taxes under CARES Act | (18,739) | (18,739) |
Deferred income taxes | 10,749 | 10,907 |
Loss on sale of property, plant and equipment | 2,855 | 4,017 |
Amortization of debt costs | 768 | 790 |
Impairment and abandonment of property, plant and equipment | 0 | 3,200 |
Change in current assets less current liabilities | (61,657) | 60,546 |
Change in other noncurrent assets | 27,806 | 10,355 |
Change in other noncurrent liabilities | (28,701) | (27,920) |
Total adjustments | 82,596 | 269,402 |
Net cash provided by operating activities | 394,309 | 439,875 |
Cash Flows from Investing Activities: | ||
Additions to property, plant and equipment | (183,929) | (119,620) |
Acquisition of BODYARMOR distribution rights | (30,149) | (1,998) |
Proceeds from the sale of property, plant and equipment | 5,348 | 4,215 |
Investment in CONA Services LLC | (1,538) | (2,194) |
Net cash used in investing activities | (210,268) | (119,597) |
Cash Flows from Financing Activities: | ||
Payments on term loan facility and senior notes | (125,000) | (217,500) |
Payments of acquisition related contingent consideration | (28,421) | (28,640) |
Cash dividends paid | (7,030) | (7,030) |
Payments on financing lease obligations | (2,441) | (3,567) |
Debt issuance fees | (219) | (1,456) |
Borrowings under term loan facility | 0 | 70,000 |
Payments on revolving credit facility | 0 | (55,000) |
Borrowings under revolving credit facility | 0 | 55,000 |
Net cash used in financing activities | (163,111) | (188,193) |
Net increase in cash during period | 20,930 | 132,085 |
Cash at beginning of period | 142,314 | 54,793 |
Cash at end of period | 163,244 | 186,878 |
Significant non-cash investing and financing activities: | ||
Reductions to leased property under financing leases | 55,465 | 0 |
Additions to property, plant and equipment accrued and recorded in accounts payable, trade | 20,049 | 9,612 |
Right-of-use assets obtained in exchange for operating lease obligations | $ 18,703 | $ 21,759 |
CONDENSED CONSOLIDATED STATEM_4
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY (Unaudited) - USD ($) $ in Thousands | Total | Common Stock | Class B Common Stock | Common Stock Common Stock | Common Stock Class B Common Stock | Additional Paid-in Capital | Retained Earnings | Retained Earnings Common Stock | Retained Earnings Class B Common Stock | Accumulated Other Comprehensive Loss | Treasury Stock, Common Common Stock | Treasury Stock, Common Class B Common Stock |
Beginning Balance at Dec. 31, 2020 | $ 512,990 | $ 10,204 | $ 2,860 | $ 135,953 | $ 544,280 | $ (119,053) | $ (60,845) | $ (409) | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||
Net income | 170,473 | 170,473 | ||||||||||
Other comprehensive income, net of tax | 3,707 | 3,707 | ||||||||||
Cash dividends paid: Common Stock and Class B Common Stock | $ (5,356) | $ (1,674) | $ (5,356) | $ (1,674) | ||||||||
Ending Balance at Oct. 01, 2021 | 680,140 | 10,204 | 2,860 | 135,953 | 707,723 | (115,346) | (60,845) | (409) | ||||
Beginning Balance at Jul. 02, 2021 | 612,502 | 10,204 | 2,860 | 135,953 | 641,136 | (116,397) | (60,845) | (409) | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||
Net income | 68,930 | 68,930 | ||||||||||
Other comprehensive income, net of tax | 1,051 | 1,051 | ||||||||||
Cash dividends paid: Common Stock and Class B Common Stock | (1,785) | (558) | (1,785) | (558) | ||||||||
Ending Balance at Oct. 01, 2021 | 680,140 | 10,204 | 2,860 | 135,953 | 707,723 | (115,346) | (60,845) | (409) | ||||
Beginning Balance at Dec. 31, 2021 | 711,786 | 10,204 | 2,860 | 135,953 | 724,486 | (100,463) | (60,845) | (409) | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||
Net income | 311,713 | 311,713 | ||||||||||
Other comprehensive income, net of tax | 2,444 | 2,444 | ||||||||||
Cash dividends paid: Common Stock and Class B Common Stock | (5,970) | (1,060) | (5,970) | (1,060) | ||||||||
Conversion of 1,227,546 shares of Class B Common Stock | 0 | 1,227 | (1,227) | |||||||||
Ending Balance at Sep. 30, 2022 | 1,018,913 | 11,431 | 1,633 | 135,953 | 1,029,169 | (98,019) | (60,845) | (409) | ||||
Beginning Balance at Jul. 01, 2022 | 901,680 | 11,431 | 1,633 | 135,953 | 912,751 | (98,834) | (60,845) | (409) | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||
Net income | 118,761 | 118,761 | ||||||||||
Other comprehensive income, net of tax | 815 | 815 | ||||||||||
Cash dividends paid: Common Stock and Class B Common Stock | $ (2,092) | $ (251) | $ (2,092) | $ (251) | ||||||||
Ending Balance at Sep. 30, 2022 | $ 1,018,913 | $ 11,431 | $ 1,633 | $ 135,953 | $ 1,029,169 | $ (98,019) | $ (60,845) | $ (409) |
CONDENSED CONSOLIDATED STATEM_5
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY (Unaudited) (Parenthetical) - $ / shares | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Oct. 01, 2021 | Sep. 30, 2022 | Oct. 01, 2021 | |
Common Stock | ||||
Cash dividend per share (in dollars per share) | $ 0.25 | $ 0.25 | $ 0.75 | $ 0.75 |
Class B Common Stock | ||||
Cash dividend per share (in dollars per share) | $ 0.25 | $ 0.25 | $ 0.75 | $ 0.75 |
Shares converted (in shares) | 1,227,546 |
Critical Accounting Policies
Critical Accounting Policies | 9 Months Ended |
Sep. 30, 2022 | |
Accounting Policies [Abstract] | |
Critical Accounting Policies | Critical Accounting Policies The condensed consolidated financial statements include the accounts and the consolidated operations of Coca‑Cola Consolidated, Inc. and its majority-owned subsidiaries (the “Company”). All significant intercompany accounts and transactions have been eliminated. The condensed consolidated financial statements reflect all adjustments, including normal, recurring accruals, which, in the opinion of management, are necessary for a fair statement of the results for the periods presented. Each of the Company’s quarters, other than the fourth quarter, ends on the Friday closest to the last day of the corresponding quarterly calendar period. The Company’s fourth quarter and fiscal year end on December 31 regardless of the day of the week on which December 31 falls. The condensed consolidated financial statements presented are: • The financial position as of September 30, 2022 and December 31, 2021. • The results of operations, comprehensive income and changes in stockholders’ equity for the three-month periods ended September 30, 2022 (the “third quarter” of fiscal 2022 (“2022”)) and October 1, 2021 (the “third quarter” of fiscal 2021 (“2021”)) and the nine-month periods ended September 30, 2022 (the “first nine months” of 2022) and October 1, 2021 (the “first nine months” of 2021). • The changes in cash flows for the first nine months of 2022 and the first nine months of 2021. The condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) for interim financial reporting and the instructions to Form 10-Q and Article 10 of Regulation S-X. The accounting policies followed in the presentation of interim financial results are consistent with those followed on an annual basis. These policies are presented in Note 1 to the consolidated financial statements included in the Company’s Annual Report on Form 10-K for 2021 filed with the United States Securities and Exchange Commission (the “SEC”). The preparation of condensed consolidated financial statements, in conformity with GAAP, requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Critical Accounting Estimates In the ordinary course of business, the Company has made a number of estimates and assumptions relating to the reporting of its results of operations and financial position in the preparation of its condensed consolidated financial statements in conformity with GAAP. Actual results could differ significantly from those estimates under different assumptions and conditions. The Company included in its Annual Report on Form 10-K for 2021 under the caption “Discussion of Critical Accounting Estimates” in “Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations,” a discussion of the Company’s most critical accounting estimates, which are those the Company believes to be the most important to the portrayal of its financial condition and results of operations and require management’s most difficult, subjective and complex judgments, often as a result of the need to make estimates about the effect of matters that are inherently uncertain. Any changes in critical accounting estimates are discussed with the Audit Committee of the Company’s Board of Directors during the quarter in which a change is contemplated and prior to making such change. |
Related Party Transactions
Related Party Transactions | 9 Months Ended |
Sep. 30, 2022 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions The Coca‑Cola Company The Company’s business consists primarily of the distribution, marketing and manufacture of nonalcoholic beverages of The Coca‑Cola Company, which is the sole owner of the formulas under which the primary components of its soft drink products, either concentrate or syrup, are manufactured. On March 17, 2022, the Company entered into a stockholder conversion agreement (the “Stockholder Conversion Agreement”) with the JFH Family Limited Partnership—SW1, the Anne Lupton Carter Trust f/b/o Sue Anne H. Wells, the JFH Family Limited Partnership—DH1 and the Anne Lupton Carter Trust f/b/o Deborah S. Harrison (collectively, the “Converting Stockholders”), pursuant to which the Company and the Converting Stockholders agreed upon the process for converting an aggregate of 1,227,546 shares of the Company’s Class B Common Stock owned by the Converting Stockholders on a one share for one share basis into shares of the Company’s Common Stock, effective as of March 17, 2022 (the “Converted Shares”). In the Stockholder Conversion Agreement, the Company agreed to cause the Converted Shares to be registered for resale pursuant to the Company’s existing automatic shelf registration statement and the Converting Stockholders agreed to certain restrictions on their resale of the Converted Shares, including a trade volume limitation that prohibits the sale of more than 175,000 of the Converted Shares in the aggregate during any three-consecutive month period. On June 21, 2022, the Company filed a prospectus supplement with the SEC pursuant to the Company’s existing automatic shelf registration statement, registering the Converted Shares for resale by the Converting Stockholders. The Company will not receive any proceeds from any resale of the Converted Shares by the Converting Stockholders. J. Frank Harrison, III, Chairman of the Board of Directors and Chief Executive Officer of the Company, controls 1,004,394 shares of the Company’s Class B Common Stock, which represent approximately 71% of the total voting power of the Company’s outstanding Common Stock and Class B Common Stock on a consolidated basis. In addition, other members of the Harrison family control shares of the Company’s Common Stock representing approximately 4% of the total voting power of the Company’s outstanding Common Stock and Class B Common Stock on a consolidated basis. As of September 30, 2022, The Coca‑Cola Company owned shares of the Company’s Common Stock representing approximately 9% of the total voting power of the Company’s outstanding Common Stock and Class B Common Stock on a consolidated basis. The number of shares of the Company’s Common Stock currently held by The Coca‑Cola Company gives it the right to have a designee proposed by the Company for nomination to the Company’s Board of Directors in the Company’s annual proxy statement. J. Frank Harrison, III and the trustees of certain trusts established for the benefit of descendants of the late J. Frank Harrison, Jr., have agreed to vote the shares of the Company’s Class B Common Stock and Common Stock that they control in favor of such designee. The Coca‑Cola Company does not own any shares of the Company’s Class B Common Stock. The following table summarizes the significant cash transactions between the Company and The Coca‑Cola Company: Third Quarter First Nine Months (in thousands) 2022 2021 2022 2021 Payments made by the Company to The Coca-Cola Company (1) $ 481,021 $ 403,889 $ 1,411,300 $ 1,120,042 Payments made by The Coca-Cola Company to the Company 67,540 51,024 187,810 131,026 (1) This excludes acquisition related sub-bottling payments made by the Company to Coca-Cola Refreshments USA, Inc., a wholly owned subsidiary of The Coca‑Cola Company, but includes the purchase price of certain additional BODYARMOR distribution rights, each as discussed below. On January 1, 2022, the Company entered into an agreement to acquire $30.1 million of additional BODYARMOR distribution rights with an estimated useful life of 40 years. More than 80% of the payments made by the Company to The Coca‑Cola Company were for concentrate, syrup, sweetener and other finished goods products, which were recorded in cost of sales in the condensed consolidated statements of operations and represent the primary components of the soft drink products the Company manufactures and distributes. Payments made by the Company to The Coca‑Cola Company also included payments for marketing programs associated with large, national customers managed by The Coca‑Cola Company on behalf of the Company, which were recorded as a reduction to net sales in the condensed consolidated statements of operations. Other payments made by the Company to The Coca‑Cola Company related to cold drink equipment parts, fees associated with the rights to distribute certain brands and other customary items. Payments made by The Coca‑Cola Company to the Company included annual funding in connection with the Company’s agreement to support certain business initiatives developed by The Coca‑Cola Company and funding associated with the delivery of post-mix products to various customers, both of which were recorded as a reduction to cost of sales in the condensed consolidated statements of operations. Post-mix products are dispensed through equipment that mixes fountain syrups with carbonated or still water, enabling fountain retailers to sell finished products to consumers in cups or glasses. Payments made by The Coca‑Cola Company to the Company also included transportation services and fountain product delivery and equipment repair services performed by the Company on The Coca‑Cola Company’s equipment, all of which were recorded in net sales in the condensed consolidated statements of operations. Coca‑Cola Refreshments USA, Inc. (“CCR”) The Company, The Coca‑Cola Company and CCR entered into comprehensive beverage agreements (collectively, the “CBA”), related to a multi-year series of transactions, which were completed in October 2017, through which the Company acquired and exchanged distribution territories and manufacturing plants (the “System Transformation”). The CBA requires the Company to make quarterly sub-bottling payments to CCR on a continuing basis in exchange for the grant of exclusive rights to distribute, promote, market and sell the authorized brands of The Coca‑Cola Company and related products in certain distribution territories the Company acquired from CCR. These sub-bottling payments are based on gross profit derived from the Company’s sales of certain beverages and beverage products that are sold under the same trademarks that identify a covered beverage, a beverage product or certain cross-licensed brands applicable to the System Transformation (“acquisition related sub-bottling payments”). Acquisition related sub-bottling payments to CCR were $28.4 million in the first nine months of 2022 and $28.6 million in the first nine months of 2021. The following table summarizes the liability recorded by the Company to reflect the estimated fair value of contingent consideration related to future expected acquisition related sub‑bottling payments to CCR: (in thousands) September 30, 2022 December 31, 2021 Current portion of acquisition related contingent consideration $ 33,186 $ 51,518 Noncurrent portion of acquisition related contingent consideration 503,730 490,587 Total acquisition related contingent consideration $ 536,916 $ 542,105 Southeastern Container (“Southeastern”) The Company is a shareholder of Southeastern, a plastic bottle manufacturing cooperative. The Company accounts for Southeastern as an equity method investment. The Company’s investment in Southeastern, which was classified as other assets in the condensed consolidated balance sheets, was $21.8 million as of September 30, 2022 and $21.7 million as of December 31, 2021. South Atlantic Canners, Inc. (“SAC”) The Company is a shareholder of SAC, a manufacturing cooperative located in Bishopville, South Carolina. All of SAC’s shareholders are Coca‑Cola bottlers and each has equal voting rights. The Company accounts for SAC as an equity method investment. The Company’s investment in SAC, which was classified as other assets in the condensed consolidated balance sheets, was $8.2 million as of both September 30, 2022 and December 31, 2021. The Company also guarantees a portion of SAC’s debt; see Note 20 for additional information. The Company receives a fee for managing the day-to-day operations of SAC pursuant to a management agreement. Proceeds from management fees received from SAC, which were recorded as a reduction to cost of sales in the condensed consolidated statements of operations, were $6.7 million in the first nine months of 2022 and $6.6 million in the first nine months of 2021. Coca‑Cola Bottlers’ Sales & Services Company LLC (“CCBSS”) Along with all other Coca‑Cola bottlers in the United States and Canada, the Company is a member of CCBSS, a company formed to provide certain procurement and other services with the intention of enhancing the efficiency and competitiveness of the Coca‑Cola bottling system. The Company accounts for CCBSS as an equity method investment and its investment in CCBSS is not material. CCBSS negotiates the procurement for the majority of the Company’s raw materials, excluding concentrate, and the Company receives a rebate from CCBSS for the purchase of these raw materials. The Company had rebates due from CCBSS of $40.5 million on September 30, 2022 and $7.9 million on December 31, 2021, which were classified as accounts receivable, other in the condensed consolidated balance sheets. Changes in rebates receivable relate to volatility in raw material prices and the timing of cash receipts of rebates. In addition, the Company pays an administrative fee to CCBSS for its services. The Company incurred administrative fees to CCBSS of $1.9 million in the first nine months of 2022 and $2.2 million in the first nine months of 2021, which were classified as selling, delivery and administrative (“SD&A”) expenses in the condensed consolidated statements of operations. CONA Services LLC (“CONA”) The Company is a member of CONA, an entity formed with The Coca‑Cola Company and certain other Coca‑Cola bottlers to provide business process and information technology services to its members. The Company accounts for CONA as an equity method investment. The Company’s investment in CONA, which was classified as other assets in the condensed consolidated balance sheets, was $16.3 million as of September 30, 2022 and $13.7 million as of December 31, 2021. Pursuant to an amended and restated master services agreement with CONA, the Company is authorized to use the Coke One North America system (the “CONA System”), a uniform information technology system developed to promote operational efficiency and uniformity among North American Coca‑Cola bottlers. In exchange for the Company’s rights to use the CONA System and receive CONA-related services, it is charged service fees by CONA. The Company incurred service fees to CONA of $19.9 million in the first nine months of 2022 and $18.9 million in the first nine months of 2021. Related Party Leases The Company leases its headquarters office facility and an adjacent office facility in Charlotte, North Carolina from Beacon Investment Corporation, of which J. Frank Harrison, III is the majority stockholder and Morgan H. Everett, Vice Chair of the Company’s Board of Directors, is a minority stockholder. The annual base rent the Company is obligated to pay under this lease is subject to an adjustment for an inflation factor and the lease expires on December 31, 2029. The principal balance outstanding under this lease was $26.2 million on September 30, 2022 and $28.2 million on December 31, 2021. The Company previously leased the Snyder Production Center and an adjacent sales facility in Charlotte, North Carolina (together, the “Snyder Production Center”) from Harrison Limited Partnership One (“HLP”), which is directly and indirectly owned by trusts of which J. Frank Harrison, III and Sue Anne H. Wells, a former director of the Company, are trustees and beneficiaries and of which Morgan H. Everett is a permissible, discretionary beneficiary. On March 17, 2022, CCBCC Operations, LLC (“Operations”), a wholly owned subsidiary of the Company, entered into a definitive purchase and sale agreement with HLP, pursuant to which Operations purchased the Snyder Production Center from HLP on such date for a purchase price of $60.0 million. This lease, which was scheduled to expire on December 31, 2035, was terminated in connection with the purchase of the Snyder Production Center by Operations. There was no principal balance outstanding under this lease on September 30, 2022 and there was a principal balance outstanding of $59.1 million on December 31, 2021. A summary of rental payments for these leases related to the third quarter and the first nine months of 2022 and 2021 is as follows: Third Quarter First Nine Months (in thousands) 2022 2021 2022 2021 Company headquarters $ 963 $ 944 $ 2,890 $ 2,834 Snyder Production Center — 1,112 927 3,338 Long-Term Performance Equity Plan The Long-Term Performance Equity Plan compensates J. Frank Harrison, III based on the Company’s performance. Awards granted to Mr. Harrison under the Long-Term Performance Equity Plan are earned based on the Company’s attainment during a performance period of certain performance measures, each as specified by the Compensation Committee of the Company’s Board of Directors. These awards may be settled in cash and/or shares of the Company’s Class B Common Stock, based on the average of the closing prices of shares of the Company’s Common Stock during the last 20 trading days of the performance period. Compensation expense for the Long-Term Performance Equity Plan, which was included in SD&A expenses in the condensed consolidated statements of operations, was $2.3 million and $2.1 million in the third quarter of 2022 and the third quarter of 2021, respectively, and $7.9 million and $7.6 million in the first nine months of 2022 and the first nine months of 2021, respectively. |
Revenue Recognition
Revenue Recognition | 9 Months Ended |
Sep. 30, 2022 | |
Revenue from Contract with Customer [Abstract] | |
Revenue Recognition | Revenue RecognitionThe Company’s sales are divided into two main categories: (i) bottle/can sales and (ii) other sales. Bottle/can sales include products packaged primarily in plastic bottles and aluminum cans. Bottle/can net pricing is based on the invoice price charged to customers reduced by any promotional allowances. Bottle/can net pricing per unit is impacted by the price charged per package, the sales volume generated for each package and the channels in which those packages are sold. Other sales include sales to other Coca‑Cola bottlers, post-mix sales, transportation revenue and equipment maintenance revenue. The Company’s contracts are derived from customer orders, including customer sales incentives, generated through an order processing and replenishment model. Generally, the Company’s service contracts and contracts related to the delivery of specifically identifiable products have a single performance obligation. Revenues do not include sales or other taxes collected from customers. The Company has defined its performance obligations for its contracts as either at a point in time or over time. Bottle/can sales, sales to other Coca‑Cola bottlers and post-mix sales are recognized when control transfers to a customer, which is generally upon delivery and is considered a single point in time (“point in time”). Point in time sales accounted for approximately 97% of the Company’s net sales in both the first nine months of 2022 and the first nine months of 2021. Other sales, which include revenue for service fees related to the repair of cold drink equipment and delivery fees for freight hauling and brokerage services, are recognized over time (“over time”). Revenues related to cold drink equipment repair are recognized as the respective services are completed using a cost-to-cost input method. Repair services are generally completed in less than one day but can extend up to one month. Revenues related to freight hauling and brokerage services are recognized as the delivery occurs using a miles driven output method. Generally, delivery occurs and freight charges are recognized in the same day. Over time sales orders open at the end of a financial period are not material to the condensed consolidated financial statements. The following table represents a disaggregation of revenue from contracts with customers: Third Quarter First Nine Months (in thousands) 2022 2021 2022 2021 Point in time net sales: Nonalcoholic Beverages - point in time $ 1,587,771 $ 1,415,643 $ 4,500,277 $ 4,029,846 Total point in time net sales $ 1,587,771 $ 1,415,643 $ 4,500,277 $ 4,029,846 Over time net sales: Nonalcoholic Beverages - over time $ 12,294 $ 11,328 $ 35,023 $ 32,130 All Other - over time 28,524 30,461 92,862 98,399 Total over time net sales $ 40,818 $ 41,789 $ 127,885 $ 130,529 Total net sales $ 1,628,589 $ 1,457,432 $ 4,628,162 $ 4,160,375 The Company’s allowance for doubtful accounts in the condensed consolidated balance sheets includes a reserve for customer returns and an allowance for credit losses. The Company experiences customer returns primarily as a result of damaged or out-of-date product. At any given time, the Company estimates less than 1% of bottle/can sales and post-mix sales could be at risk for return by customers. Returned product is recognized as a reduction to net sales. The Company’s reserve for customer returns was $3.0 million as of both September 30, 2022 and December 31, 2021. The Company estimates an allowance for credit losses, based on historic days’ sales outstanding trends, aged customer balances, previously written-off balances and expected recoveries up to balances previously written off, in order to present the net amount expected to be collected. Accounts receivable balances are written off when determined uncollectible and are recognized as a reduction to the allowance for credit losses. Following is a summary of activity for the allowance for credit losses during the first nine months of 2022 and the first nine months of 2021: First Nine Months (in thousands) 2022 2021 Beginning balance - allowance for credit losses $ 14,336 $ 18,070 Additions charged to expenses and as reductions to net sales 1,987 2,619 Deductions (3,706) (7,079) Ending balance - allowance for credit losses $ 12,617 $ 13,610 |
Segments
Segments | 9 Months Ended |
Sep. 30, 2022 | |
Segment Reporting [Abstract] | |
Segments | SegmentsThe Company evaluates segment reporting in accordance with Financial Accounting Standards Board Accounting Standards Codification Topic 280, Segment Reporting, each reporting period, including evaluating the reporting package reviewed by the Chief Operating Decision Maker (the “CODM”). The Company has concluded the Chief Executive Officer, the Chief Operating Officer and the Chief Financial Officer, as a group, represent the CODM. Asset information is not provided to the CODM. The Company believes three operating segments exist. Nonalcoholic Beverages represents the vast majority of the Company’s consolidated net sales and income from operations. The additional two operating segments do not meet the quantitative thresholds for separate reporting, either individually or in the aggregate, and, therefore, have been combined into “All Other.” The Company’s segment results are as follows: Third Quarter First Nine Months (in thousands) 2022 2021 2022 2021 Net sales: Nonalcoholic Beverages $ 1,600,065 $ 1,426,971 $ 4,535,300 $ 4,061,976 All Other 101,136 88,991 303,209 272,132 Eliminations (1) (72,612) (58,530) (210,347) (173,733) Consolidated net sales $ 1,628,589 $ 1,457,432 $ 4,628,162 $ 4,160,375 Income from operations: Nonalcoholic Beverages $ 189,218 $ 144,130 $ 467,788 $ 363,544 All Other 712 (7,099) 420 (11,468) Consolidated income from operations $ 189,930 $ 137,031 $ 468,208 $ 352,076 Depreciation and amortization: Nonalcoholic Beverages $ 39,578 $ 44,313 $ 119,635 $ 126,088 All Other 2,953 3,145 8,748 9,253 Consolidated depreciation and amortization $ 42,531 $ 47,458 $ 128,383 $ 135,341 (1) The entire net sales elimination represents net sales from the All Other segment to the Nonalcoholic Beverages segment. Sales between these segments are recognized at either fair market value or cost depending on the nature of the transaction. |
Net Income Per Share
Net Income Per Share | 9 Months Ended |
Sep. 30, 2022 | |
Earnings Per Share [Abstract] | |
Net Income Per Share | Net Income Per Share The following table sets forth the computation of basic net income per share and diluted net income per share under the two-class method: Third Quarter First Nine Months (in thousands, except per share data) 2022 2021 2022 2021 Numerator for basic and diluted net income per Common Stock and Class B Common Stock share: Net income $ 118,761 $ 68,930 $ 311,713 $ 170,473 Less dividends: Common Stock 2,092 1,785 5,970 5,356 Class B Common Stock 251 558 1,060 1,674 Total undistributed earnings $ 116,418 $ 66,587 $ 304,683 $ 163,443 Common Stock undistributed earnings – basic $ 103,937 $ 50,731 $ 261,064 $ 124,522 Class B Common Stock undistributed earnings – basic 12,481 15,856 43,619 38,921 Total undistributed earnings – basic $ 116,418 $ 66,587 $ 304,683 $ 163,443 Common Stock undistributed earnings – diluted $ 103,583 $ 50,536 $ 260,065 $ 123,993 Class B Common Stock undistributed earnings – diluted 12,835 16,051 44,618 39,450 Total undistributed earnings – diluted $ 116,418 $ 66,587 $ 304,683 $ 163,443 Numerator for basic net income per Common Stock share: Dividends on Common Stock $ 2,092 $ 1,785 $ 5,970 $ 5,356 Common Stock undistributed earnings – basic 103,937 50,731 261,064 124,522 Numerator for basic net income per Common Stock share $ 106,029 $ 52,516 $ 267,034 $ 129,878 Third Quarter First Nine Months (in thousands, except per share data) 2022 2021 2022 2021 Numerator for basic net income per Class B Common Stock share: Dividends on Class B Common Stock $ 251 $ 558 $ 1,060 $ 1,674 Class B Common Stock undistributed earnings – basic 12,481 15,856 43,619 38,921 Numerator for basic net income per Class B Common Stock share $ 12,732 $ 16,414 $ 44,679 $ 40,595 Numerator for diluted net income per Common Stock share: Dividends on Common Stock $ 2,092 $ 1,785 $ 5,970 $ 5,356 Dividends on Class B Common Stock assumed converted to Common Stock 251 558 1,060 1,674 Common Stock undistributed earnings – diluted 116,418 66,587 304,683 163,443 Numerator for diluted net income per Common Stock share $ 118,761 $ 68,930 $ 311,713 $ 170,473 Numerator for diluted net income per Class B Common Stock share: Dividends on Class B Common Stock $ 251 $ 558 $ 1,060 $ 1,674 Class B Common Stock undistributed earnings – diluted 12,835 16,051 44,618 39,450 Numerator for diluted net income per Class B Common Stock share $ 13,086 $ 16,609 $ 45,678 $ 41,124 Denominator for basic net income per Common Stock and Class B Common Stock share: Common Stock weighted average shares outstanding – basic 8,369 7,141 8,032 7,141 Class B Common Stock weighted average shares outstanding – basic 1,005 2,232 1,342 2,232 Denominator for diluted net income per Common Stock and Class B Common Stock share: Common Stock weighted average shares outstanding – diluted (assumes conversion of Class B Common Stock to Common Stock) 9,406 9,409 9,410 9,413 Class B Common Stock weighted average shares outstanding – diluted 1,037 2,268 1,378 2,272 Basic net income per share: Common Stock $ 12.67 $ 7.36 $ 33.25 $ 18.19 Class B Common Stock $ 12.67 $ 7.36 $ 33.29 $ 18.19 Diluted net income per share: Common Stock $ 12.63 $ 7.32 $ 33.13 $ 18.11 Class B Common Stock $ 12.62 $ 7.31 $ 33.15 $ 18.10 NOTES TO TABLE (1) For purposes of the diluted net income per share computation for Common Stock, all shares of Class B Common Stock are assumed to be converted; therefore, 100% of undistributed earnings is allocated to Common Stock. (2) For purposes of the diluted net income per share computation for Class B Common Stock, weighted average shares of Class B Common Stock are assumed to be outstanding for the entire period and not converted. (3) For periods presented during which the Company has net income, the denominator for diluted net income per share for Common Stock and Class B Common Stock includes the dilutive effect of shares relative to the Long-Term Performance Equity Plan . For periods presented during which the Company has net loss, the unvested shares granted pursuant to the Long-Term Performance Equity Plan are excluded from the computation of diluted net loss per share, as the effect would have been anti-dilutive. See Note 2 for additional information on the Long-Term Performance Equity Plan . (4) The Long-Term Performance Equity Plan awards may be settled in cash and/or shares of the Company’s Class B Common Stock. Once an election has been made to settle an award in cash, the dilutive effect of shares relative to such award is prospectively removed from the denominator in the computation of diluted net income per share. (5) The Company did not have anti-dilutive shares for any periods presented. (6) 1,227,546 shares of the Company’s Class B Common Stock were converted on a one share for one share basis into shares of the Company’s Common Stock, effective as of March 17, 2022. See Note 2 for additional information on the Stockholder Conversion Agreement. |
Inventories
Inventories | 9 Months Ended |
Sep. 30, 2022 | |
Inventory Disclosure [Abstract] | |
Inventories | Inventories Inventories consisted of the following: (in thousands) September 30, 2022 December 31, 2021 Finished products $ 204,046 $ 181,751 Manufacturing materials 63,052 81,183 Plastic shells, plastic pallets and other inventories 46,601 39,917 Total inventories $ 313,699 $ 302,851 |
Prepaid Expenses and Other Curr
Prepaid Expenses and Other Current Assets | 9 Months Ended |
Sep. 30, 2022 | |
Prepaid Expense and Other Assets [Abstract] | |
Prepaid Expenses and Other Current Assets | Prepaid Expenses and Other Current Assets Prepaid expenses and other current assets consisted of the following: (in thousands) September 30, 2022 December 31, 2021 Repair parts $ 35,162 $ 26,643 Prepaid software 6,579 7,038 Prepaid marketing 5,516 4,380 Prepaid taxes 5,455 4,079 Commodity hedges at fair market value 5,005 7,714 Other prepaid expenses and other current assets 34,242 28,214 Total prepaid expenses and other current assets $ 91,959 $ 78,068 |
Assets Held for Sale
Assets Held for Sale | 9 Months Ended |
Sep. 30, 2022 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Assets Held for Sale | Assets Held for Sale As of September 30, 2022, certain properties owned by the Company met the accounting guidance criteria to be classified as assets held for sale. The properties primarily relate to warehousing and distribution operations that have been consolidated into new facilities. All properties classified as held for sale are included in the Nonalcoholic Beverages segment. There are not any liabilities held for sale associated with these properties and none meet the accounting guidance criteria to be classified as discontinued operations. Following is a summary of the assets held for sale: (in thousands) September 30, 2022 December 31, 2021 Land $ 1,691 $ 2,906 Buildings and leasehold and land improvements 1,354 3,974 Total assets held for sale $ 3,045 $ 6,880 |
Property, Plant and Equipment,
Property, Plant and Equipment, Net | 9 Months Ended |
Sep. 30, 2022 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment, Net | Property, Plant and Equipment, Net The principal categories and estimated useful lives of property, plant and equipment, net were as follows: (in thousands) September 30, 2022 December 31, 2021 Estimated Useful Lives Land $ 87,037 $ 80,261 Buildings 341,700 265,070 8-50 years Machinery and equipment 454,506 443,592 5-20 years Transportation equipment 487,680 466,238 3-20 years Furniture and fixtures 97,700 95,062 3-10 years Cold drink dispensing equipment 435,152 436,954 3-17 years Leasehold and land improvements 170,346 178,809 5-20 years Software for internal use 48,213 47,982 3-10 years Construction in progress 45,926 23,496 Total property, plant and equipment, at cost 2,168,260 2,037,464 Less: Accumulated depreciation and amortization 1,085,320 1,006,776 Property, plant and equipment, net $ 1,082,940 $ 1,030,688 |
Leases
Leases | 9 Months Ended |
Sep. 30, 2022 | |
Leases [Abstract] | |
Leases | Leases Following is a summary of the weighted average remaining lease term and the weighted average discount rate for the Company’s leases: September 30, 2022 December 31, 2021 Weighted average remaining lease term: Operating leases 7.5 years 8.3 years Financing leases 4.6 years 12.5 years Weighted average discount rate: Operating leases 3.6 % 3.6 % Financing leases 5.2 % 3.1 % On March 17, 2022, the Company terminated its financing lease for the Snyder Production Center, which was scheduled to expire on December 31, 2035. See Note 2 for additional information on the lease termination. Following is a summary of the Company’s leases within the condensed consolidated statements of operations: Third Quarter First Nine Months (in thousands) 2022 2021 2022 2021 Operating lease costs $ 7,750 $ 6,828 $ 22,389 $ 19,647 Short-term and variable leases 3,731 4,561 11,006 12,932 Depreciation expense from financing leases 411 1,414 1,903 4,242 Interest expense on financing lease obligations 139 575 753 1,738 Total lease cost $ 12,031 $ 13,378 $ 36,051 $ 38,559 The future minimum lease payments related to the Company’s leases include renewal options the Company has determined to be reasonably certain and exclude payments to landlords for real estate taxes and common area maintenance. Following is a summary of future minimum lease payments for all noncancelable operating leases and financing leases as of September 30, 2022: (in thousands) Operating Leases Financing Leases Remainder of 2022 $ 7,160 $ 678 2023 30,211 2,750 2024 25,409 2,808 2025 19,582 2,869 2026 18,332 1,233 Thereafter 68,457 1,304 Total minimum lease payments including interest $ 169,151 $ 11,642 Less: Amounts representing interest 23,069 1,273 Present value of minimum lease principal payments 146,082 10,369 Less: Current portion of lease liabilities 26,465 2,259 Noncurrent portion of lease liabilities $ 119,617 $ 8,110 Following is a summary of future minimum lease payments for all noncancelable operating leases and financing leases as of December 31, 2021: (in thousands) Operating Leases Financing Leases 2022 $ 26,026 $ 7,145 2023 24,893 7,201 2024 20,639 7,396 2025 16,740 7,593 2026 15,575 6,100 Thereafter 65,695 49,728 Total minimum lease payments including interest $ 169,568 $ 85,163 Less: Amounts representing interest 25,474 14,097 Present value of minimum lease principal payments 144,094 71,066 Less: Current portion of lease liabilities 22,048 6,060 Noncurrent portion of lease liabilities $ 122,046 $ 65,006 Following is a summary of the Company’s leases within the condensed consolidated statements of cash flows: First Nine Months (in thousands) 2022 2021 Cash flows from operating activities impact: Operating leases $ 21,502 $ 21,112 Interest payments on financing lease obligations 753 1,738 Total cash flows from operating activities impact $ 22,255 $ 22,850 Cash flows from financing activities impact: Principal payments on financing lease obligations $ 2,441 $ 3,567 Total cash flows from financing activities impact $ 2,441 $ 3,567 Subsequent to quarter-end, the Company entered into three operating lease commitments with lease terms of three years. These lease commitments are expected to commence during the fourth quarter of 2022. The additional lease liability associated with these lease commitments is expected to be approximately $3.8 million. |
Leases | Leases Following is a summary of the weighted average remaining lease term and the weighted average discount rate for the Company’s leases: September 30, 2022 December 31, 2021 Weighted average remaining lease term: Operating leases 7.5 years 8.3 years Financing leases 4.6 years 12.5 years Weighted average discount rate: Operating leases 3.6 % 3.6 % Financing leases 5.2 % 3.1 % On March 17, 2022, the Company terminated its financing lease for the Snyder Production Center, which was scheduled to expire on December 31, 2035. See Note 2 for additional information on the lease termination. Following is a summary of the Company’s leases within the condensed consolidated statements of operations: Third Quarter First Nine Months (in thousands) 2022 2021 2022 2021 Operating lease costs $ 7,750 $ 6,828 $ 22,389 $ 19,647 Short-term and variable leases 3,731 4,561 11,006 12,932 Depreciation expense from financing leases 411 1,414 1,903 4,242 Interest expense on financing lease obligations 139 575 753 1,738 Total lease cost $ 12,031 $ 13,378 $ 36,051 $ 38,559 The future minimum lease payments related to the Company’s leases include renewal options the Company has determined to be reasonably certain and exclude payments to landlords for real estate taxes and common area maintenance. Following is a summary of future minimum lease payments for all noncancelable operating leases and financing leases as of September 30, 2022: (in thousands) Operating Leases Financing Leases Remainder of 2022 $ 7,160 $ 678 2023 30,211 2,750 2024 25,409 2,808 2025 19,582 2,869 2026 18,332 1,233 Thereafter 68,457 1,304 Total minimum lease payments including interest $ 169,151 $ 11,642 Less: Amounts representing interest 23,069 1,273 Present value of minimum lease principal payments 146,082 10,369 Less: Current portion of lease liabilities 26,465 2,259 Noncurrent portion of lease liabilities $ 119,617 $ 8,110 Following is a summary of future minimum lease payments for all noncancelable operating leases and financing leases as of December 31, 2021: (in thousands) Operating Leases Financing Leases 2022 $ 26,026 $ 7,145 2023 24,893 7,201 2024 20,639 7,396 2025 16,740 7,593 2026 15,575 6,100 Thereafter 65,695 49,728 Total minimum lease payments including interest $ 169,568 $ 85,163 Less: Amounts representing interest 25,474 14,097 Present value of minimum lease principal payments 144,094 71,066 Less: Current portion of lease liabilities 22,048 6,060 Noncurrent portion of lease liabilities $ 122,046 $ 65,006 Following is a summary of the Company’s leases within the condensed consolidated statements of cash flows: First Nine Months (in thousands) 2022 2021 Cash flows from operating activities impact: Operating leases $ 21,502 $ 21,112 Interest payments on financing lease obligations 753 1,738 Total cash flows from operating activities impact $ 22,255 $ 22,850 Cash flows from financing activities impact: Principal payments on financing lease obligations $ 2,441 $ 3,567 Total cash flows from financing activities impact $ 2,441 $ 3,567 Subsequent to quarter-end, the Company entered into three operating lease commitments with lease terms of three years. These lease commitments are expected to commence during the fourth quarter of 2022. The additional lease liability associated with these lease commitments is expected to be approximately $3.8 million. |
Distribution Agreements, Net
Distribution Agreements, Net | 9 Months Ended |
Sep. 30, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Distribution Agreements, Net | Distribution Agreements, Net Distribution agreements, net, which are amortized on a straight-line basis and have an estimated useful life of 20 to 40 years, consisted of the following: (in thousands) September 30, 2022 December 31, 2021 Distribution agreements at cost $ 990,191 $ 960,042 Less: Accumulated amortization 141,934 123,265 Distribution agreements, net $ 848,257 $ 836,777 Following is a summary of activity for distribution agreements, net during the first nine months of 2022 and the first nine months of 2021: First Nine Months (in thousands) 2022 2021 Beginning balance - distribution agreements, net $ 836,777 $ 853,753 BODYARMOR distribution rights 30,149 14 Additional accumulated amortization (18,669) (18,364) Ending balance - distribution agreements, net $ 848,257 $ 835,403 Customer lists, net, which are amortized on a straight-line basis and have an estimated useful life of five (in thousands) September 30, 2022 December 31, 2021 Customer lists at cost $ 25,288 $ 25,288 Less: Accumulated amortization 15,673 14,322 Customer lists, net $ 9,615 $ 10,966 |
Customer Lists, Net
Customer Lists, Net | 9 Months Ended |
Sep. 30, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Customer Lists, Net | Distribution Agreements, Net Distribution agreements, net, which are amortized on a straight-line basis and have an estimated useful life of 20 to 40 years, consisted of the following: (in thousands) September 30, 2022 December 31, 2021 Distribution agreements at cost $ 990,191 $ 960,042 Less: Accumulated amortization 141,934 123,265 Distribution agreements, net $ 848,257 $ 836,777 Following is a summary of activity for distribution agreements, net during the first nine months of 2022 and the first nine months of 2021: First Nine Months (in thousands) 2022 2021 Beginning balance - distribution agreements, net $ 836,777 $ 853,753 BODYARMOR distribution rights 30,149 14 Additional accumulated amortization (18,669) (18,364) Ending balance - distribution agreements, net $ 848,257 $ 835,403 Customer lists, net, which are amortized on a straight-line basis and have an estimated useful life of five (in thousands) September 30, 2022 December 31, 2021 Customer lists at cost $ 25,288 $ 25,288 Less: Accumulated amortization 15,673 14,322 Customer lists, net $ 9,615 $ 10,966 |
Other Accrued Liabilities
Other Accrued Liabilities | 9 Months Ended |
Sep. 30, 2022 | |
Payables and Accruals [Abstract] | |
Other Accrued Liabilities | Other Accrued Liabilities Other accrued liabilities consisted of the following: (in thousands) September 30, 2022 December 31, 2021 Accrued insurance costs $ 53,074 $ 51,645 Accrued marketing costs 36,838 32,249 Employee and retiree benefit plan accruals 33,306 32,007 Current portion of acquisition related contingent consideration 33,186 51,518 Accrued taxes (other than income taxes) 6,684 6,638 Current deferred proceeds from related parties 3,064 3,064 Current portion of deferred payroll taxes under CARES Act — 18,739 All other accrued expenses 41,098 30,909 Total other accrued liabilities $ 207,250 $ 226,769 The Company took advantage of certain provisions of the Coronavirus Aid, Relief and Economic Security Act (the “CARES Act”), which allowed an employer to defer the deposit and payment of the employer’s portion of social security taxes that would otherwise have been due on or after March 27, 2020 and before January 1, 2021. The law permits an employer to deposit half of these deferred payments by December 31, 2021 and the other half by December 31, 2022. The Company repaid a portion of the deferred payroll taxes during 2021 and repaid the remaining portion of the deferred payroll taxes during the third quarter of 2022. |
Commodity Derivative Instrument
Commodity Derivative Instruments | 9 Months Ended |
Sep. 30, 2022 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Commodity Derivative Instruments | Commodity Derivative Instruments The Company is subject to the risk of increased costs arising from adverse changes in certain commodity prices. In the normal course of business, the Company manages this risk through a variety of strategies, including the use of commodity derivative instruments. The Company does not use commodity derivative instruments for trading or speculative purposes. These commodity derivative instruments are not designated as hedging instruments under GAAP and are used as “economic hedges” to manage certain commodity price risk. The Company uses several different financial institutions for commodity derivative instruments to minimize the concentration of credit risk. While the Company would be exposed to credit loss in the event of nonperformance by these counterparties, the Company does not anticipate nonperformance by these counterparties. Commodity derivative instruments held by the Company are marked to market on a monthly basis and are recognized in earnings consistent with the expense classification of the underlying hedged item. The Company generally pays a fee for these commodity derivative instruments, which is amortized over the corresponding period of each commodity derivative instrument. Settlements of commodity derivative instruments are included in cash flows from operating activities in the condensed consolidated statements of cash flows. The following table summarizes pre-tax changes in the fair values of the Company’s commodity derivative instruments and the classification of such changes in the condensed consolidated statements of operations: Third Quarter First Nine Months (in thousands) 2022 2021 2022 2021 Cost of sales $ 1,100 $ 3,794 $ (5,069) $ 6,210 Selling, delivery and administrative expenses (4,711) 426 2,512 1,491 Total gain (loss) $ (3,611) $ 4,220 $ (2,557) $ 7,701 All commodity derivative instruments are recorded at fair value as either assets or liabilities in the condensed consolidated balance sheets. The Company has master agreements with the counterparties to its commodity derivative instruments that provide for net settlement of derivative transactions. Accordingly, the net amounts of derivative assets are recognized in either prepaid expenses and other current assets or other assets in the condensed consolidated balance sheets and the net amounts of derivative liabilities are recognized in either other accrued liabilities or other liabilities in the condensed consolidated balance sheets. The following table summarizes the fair values of the Company’s commodity derivative instruments and the classification of such instruments in the condensed consolidated balance sheets: (in thousands) September 30, 2022 December 31, 2021 Assets: Prepaid expenses and other current assets $ 5,005 $ 7,714 Other assets 777 — Total assets $ 5,782 $ 7,714 Liabilities: Other accrued liabilities $ 625 $ — Total liabilities $ 625 $ — The following table summarizes the Company’s gross commodity derivative instrument assets and gross commodity derivative instrument liabilities in the condensed consolidated balance sheets: (in thousands) September 30, 2022 December 31, 2021 Gross commodity derivative instrument assets $ 6,631 $ 9,200 Gross commodity derivative instrument liabilities 1,474 1,486 The following table summarizes the Company’s outstanding commodity derivative instruments: (in thousands) September 30, 2022 December 31, 2021 Notional amount of outstanding commodity derivative instruments $ 66,545 $ 74,558 Latest maturity date of outstanding commodity derivative instruments December 2023 December 2022 |
Fair Values of Financial Instru
Fair Values of Financial Instruments | 9 Months Ended |
Sep. 30, 2022 | |
Fair Value Disclosures [Abstract] | |
Fair Values of Financial Instruments | Fair Values of Financial Instruments GAAP requires assets and liabilities carried at fair value to be classified and disclosed in one of the following categories: • Level 1: Quoted market prices in active markets for identical assets or liabilities. • Level 2: Observable market-based inputs or unobservable inputs that are corroborated by market data. • Level 3: Unobservable inputs that are not corroborated by market data. The below methods and assumptions were used by the Company in estimating the fair values of its financial instruments. There were no transfers of assets or liabilities between levels in any period presented. Financial Instrument Fair Value Methods and Assumptions Deferred compensation plan assets and liabilities Level 1 The fair value of the Company’s nonqualified deferred compensation plan for certain executives and other highly compensated employees is based on the fair values of associated assets and liabilities, which are held in mutual funds and are based on the quoted market values of the securities held within the mutual funds. Commodity derivative instruments Level 2 The fair values of the Company’s commodity derivative instruments are based on current settlement values at each balance sheet date, which represent the estimated amounts the Company would have received or paid upon termination of these instruments. The Company’s credit risk related to the commodity derivative instruments is managed by requiring high standards for its counterparties and periodic settlements. The Company considers nonperformance risk in determining the fair values of commodity derivative instruments. Long-term debt Level 2 The carrying amounts of the Company’s variable rate debt approximate the fair values due to variable interest rates with short reset periods. The fair values of the Company’s fixed rate debt are based on estimated current market prices. Acquisition related contingent consideration Level 3 The fair value of the Company’s acquisition related contingent consideration is based on internal forecasts and the weighted average cost of capital (“WACC”) derived from market data. The following tables summarize the carrying amounts and the fair values by level of the Company’s deferred compensation plan assets and liabilities, commodity derivative instruments, long‑term debt and acquisition related contingent consideration: September 30, 2022 (in thousands) Carrying Total Fair Value Fair Value Fair Value Assets: Deferred compensation plan assets $ 47,453 $ 47,453 $ 47,453 $ — $ — Commodity derivative instruments 5,782 5,782 — 5,782 — Liabilities: Deferred compensation plan liabilities 47,453 47,453 47,453 — — Commodity derivative instruments 625 625 — 625 — Long-term debt 598,778 568,500 — 568,500 — Acquisition related contingent consideration 536,916 536,916 — — 536,916 December 31, 2021 (in thousands) Carrying Total Fair Value Fair Value Fair Value Assets: Deferred compensation plan assets $ 60,461 $ 60,461 $ 60,461 $ — $ — Commodity derivative instruments 7,714 7,714 — 7,714 — Liabilities: Deferred compensation plan liabilities 60,461 60,461 60,461 — — Long-term debt 723,443 772,600 — 772,600 — Acquisition related contingent consideration 542,105 542,105 — — 542,105 The acquisition related contingent consideration was valued using a probability weighted discounted cash flow model based on internal forecasts and the WACC derived from market data, which are considered Level 3 inputs. Each reporting period, the Company adjusts its acquisition related contingent consideration liability related to the distribution territories subject to acquisition related sub-bottling payments to fair value by discounting future expected acquisition related sub-bottling payments required under the CBA using the Company’s estimated WACC. The future expected acquisition related sub-bottling payments extend through the life of the applicable distribution assets acquired from CCR, which is generally 40 years. As a result, the fair value of the acquisition related contingent consideration liability is impacted by the Company’s WACC, management’s estimate of the acquisition related sub-bottling payments that will be made in the future under the CBA, and current acquisition related sub-bottling payments (all Level 3 inputs). Changes in any of these Level 3 inputs, particularly the underlying risk-free interest rate used to estimate the Company’s WACC, could result in material changes to the fair value of the acquisition related contingent consideration liability and could materially impact the amount of non-cash expense (or income) recorded each reporting period. The acquisition related contingent consideration liability is the Company’s only Level 3 asset or liability. A summary of the Level 3 activity is as follows: Third Quarter First Nine Months (in thousands) 2022 2021 2022 2021 Beginning balance - Level 3 liability $ 522,259 $ 473,055 $ 542,105 $ 434,694 Payments of acquisition related contingent consideration (9,711) (8,720) (28,421) (28,640) Reclassification to current payables 1,800 (1,600) 2,100 (300) Increase in fair value 22,568 33,924 21,132 90,905 Ending balance - Level 3 liability $ 536,916 $ 496,659 $ 536,916 $ 496,659 As of September 30, 2022 and October 1, 2021, discount rates of 9.3% and 7.6%, respectively, were utilized in the valuation of the Company’s acquisition related contingent consideration liability. The increase in the fair value of the acquisition related contingent consideration liability in the first nine months of 2022 was driven by higher projections of future cash flows in the distribution territories subject to acquisition related sub-bottling payments, partially offset by an increase in the discount rate used to calculate fair value. This fair value adjustment was recorded in other expense, net in the condensed consolidated statement of operations for the first nine months of 2022. |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2022 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The Company’s effective income tax rate was 25.7% for the first nine months of 2022 and 26.8% for the first nine months of 2021. The Company’s income tax expense was $107.9 million for the first nine months of 2022 and $62.3 million for the first nine months of 2021. The increase in income tax expense was primarily attributable to higher income before taxes during the first nine months of 2022 compared to the first nine months of 2021. The Company had uncertain tax positions, including accrued interest, of $1.8 million on September 30, 2022 and $1.7 million on December 31, 2021, all of which would affect the Company’s effective income tax rate if recognized. While it is expected the amount of uncertain tax positions may change in the next 12 months, the Company does not expect such change would have a material impact on the condensed consolidated financial statements. Prior tax years beginning in year 2018 remain open to examination by the Internal Revenue Service, and various tax years beginning in year 1999 remain open to examination by certain state tax jurisdictions due to loss carryforwards. |
Pension and Postretirement Bene
Pension and Postretirement Benefit Obligations | 9 Months Ended |
Sep. 30, 2022 | |
Retirement Benefits [Abstract] | |
Pension and Postretirement Benefit Obligations | Pension and Postretirement Benefit Obligations Pension Plans There are two Company-sponsored pension plans. The primary Company-sponsored pension plan (the “Primary Plan”) was frozen as of June 30, 2006 and no benefits accrued to participants after that date. The second Company-sponsored pension plan (the “Bargaining Plan”) is for certain employees under collective bargaining agreements. Benefits under the Bargaining Plan are determined in accordance with negotiated formulas for the respective participants. Contributions to the plans are based on actuarially determined amounts and are limited to the amounts currently deductible for income tax purposes. The components of net periodic pension cost were as follows: Third Quarter First Nine Months (in thousands) 2022 2021 2022 2021 Service cost $ 1,860 $ 1,863 $ 5,581 $ 5,589 Interest cost 2,659 2,452 7,977 7,360 Expected return on plan assets (2,036) (3,250) (6,107) (9,748) Recognized net actuarial loss 989 1,219 2,966 3,654 Amortization of prior service cost — 1 — 2 Net periodic pension cost $ 3,472 $ 2,285 $ 10,417 $ 6,857 The Company contributed $26.0 million to the two Company-sponsored pension plans during the first nine months of 2022 and does not anticipate making additional contributions during the fourth quarter of 2022. During the first nine months of 2022, the Company began the process of terminating the Primary Plan. During 2023, the Company expects to offer a lump sum benefit payout option to certain plan participants prior to completing the purchase of group annuity contracts that will transfer the pension benefit obligation to an insurance company. Postretirement Benefits The Company provides postretirement benefits for employees meeting specified criteria . The Company recognizes the cost of postretirement benefits, which consist principally of medical benefits, during employees’ periods of active service. The Company does not prefund these benefits and has the right to modify or terminate certain of these benefits in the future. The components of net periodic postretirement benefit cost were as follows: Third Quarter First Nine Months (in thousands) 2022 2021 2022 2021 Service cost $ 383 $ 403 $ 1,150 $ 1,209 Interest cost 474 447 1,423 1,342 Recognized net actuarial loss 92 186 275 557 Net periodic postretirement benefit cost $ 949 $ 1,036 $ 2,848 $ 3,108 |
Other Liabilities
Other Liabilities | 9 Months Ended |
Sep. 30, 2022 | |
Other Liabilities Disclosure [Abstract] | |
Other Liabilities | Other Liabilities Other liabilities consisted of the following: (in thousands) September 30, 2022 December 31, 2021 Noncurrent portion of acquisition related contingent consideration $ 503,730 $ 490,587 Accruals for executive benefit plans 130,090 147,135 Noncurrent deferred proceeds from related parties 104,006 106,304 Other 12,988 14,584 Total other liabilities $ 750,814 $ 758,610 |
Long-Term Debt
Long-Term Debt | 9 Months Ended |
Sep. 30, 2022 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | Long-Term Debt Following is a summary of the Company’s long-term debt: (in thousands) Maturity Interest Interest Public/ September 30, December 31, Senior notes 2/27/2023 3.28% Semi-annually Nonpublic $ — $ 125,000 Senior bonds (1) 11/25/2025 3.80% Semi-annually Public 350,000 350,000 2021 Revolving Credit Facility 7/9/2026 Variable Varies Nonpublic — — Senior notes 10/10/2026 3.93% Quarterly Nonpublic 100,000 100,000 Senior notes 3/21/2030 3.96% Quarterly Nonpublic 150,000 150,000 Unamortized discount on senior bonds (1) 11/25/2025 (28) (34) Debt issuance costs (1,194) (1,523) Total long-term debt $ 598,778 $ 723,443 (1) The senior bonds due in 2025 were issued at 99.975% of par. The Company mitigates its financing risk by using multiple financial institutions and only entering into credit arrangements with institutions with investment grade credit ratings. The Company monitors counterparty credit ratings on an ongoing basis. On September 13, 2022, the Company used cash on hand to repay the $125 million of senior notes with a stated maturity date of February 27, 2023. There was no penalty for the early repayment of the senior notes. The indenture under which the Company’s senior bonds were issued does not include financial covenants but does limit the incurrence of certain liens and encumbrances as well as indebtedness by the Company’s subsidiaries in excess of certain amounts. The agreements under which the Company’s nonpublic debt was issued include two financial covenants: a consolidated cash flow/fixed charges ratio and a consolidated funded indebtedness/cash flow ratio, each as defined in the respective agreement. The Company was in compliance with these covenants as of September 30, 2022. These covenants have not restricted, and are not expected to restrict, the Company’s liquidity or capital resources. All outstanding long‑term debt has been issued by the Company and none has been issued by any of its subsidiaries. There are no guarantees of the Company’s long‑term debt. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Manufacturing Cooperatives The Company is obligated to purchase at least 80% of its requirements of plastic bottles for certain designated territories from Southeastern. The Company is also obligated to purchase 17.5 million cases of finished product from SAC on an annual basis through June 2024. The Company purchased 20.1 million cases and 21.0 million cases of finished product from SAC in the first nine months of 2022 and the first nine months of 2021, respectively. The following table summarizes the Company’s purchases from these manufacturing cooperatives: Third Quarter First Nine Months (in thousands) 2022 2021 2022 2021 Purchases from Southeastern $ 40,358 $ 31,417 $ 113,626 $ 92,990 Purchases from SAC 48,585 41,867 144,513 125,677 Total purchases from manufacturing cooperatives $ 88,943 $ 73,284 $ 258,139 $ 218,667 The Company guarantees a portion of SAC’s debt, which expires in 2024. The amount guaranteed was $9.5 million on both September 30, 2022 and December 31, 2021. In the event SAC fails to fulfill its commitments under the related debt, the Company would be responsible for payment to the lenders up to the level of the guarantee. The Company does not anticipate SAC will fail to fulfill its commitments related to the debt. The Company further believes SAC has sufficient assets, including production equipment, facilities and working capital, and the ability to adjust the selling prices of its products to adequately mitigate the risk of material loss from the Company’s guarantee. The Company holds no assets as collateral against the SAC guarantee, the fair value of which is immaterial to the condensed consolidated financial statements. The Company monitors its investment in SAC and would be required to write down its investment if an impairment, other than a temporary impairment, was identified. No impairment of the Company’s investment in SAC was identified as of September 30, 2022, and there was no impairment identified in 2021. Other Commitments and Contingencies The Company has standby letters of credit, primarily related to its property and casualty insurance programs. These letters of credit totaled $37.6 million on both September 30, 2022 and December 31, 2021. The Company participates in long-term marketing contractual arrangements with certain prestige properties, athletic venues and other locations. As of September 30, 2022, the future payments related to these contractual arrangements, which expire at various dates through 2033, amounted to $132.7 million. The Company is involved in various claims and legal proceedings which have arisen in the ordinary course of its business. Although it is difficult to predict the ultimate outcome of these claims and legal proceedings, management believes the ultimate disposition of these matters will not have a material adverse effect on the financial condition, results of operations or cash flows of the Company. No material amount of loss in excess of recorded amounts is believed to be reasonably possible as a result of these claims and legal proceedings. The Company is subject to audits by tax authorities in jurisdictions where it conducts business. These audits may result in assessments that are subsequently resolved with the authorities or potentially through the courts. Management believes the Company has adequately provided for any assessments likely to result from these audits; however, final assessments, if any, could be different than the amounts recorded in the condensed consolidated financial statements. |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Income (Loss) | 9 Months Ended |
Sep. 30, 2022 | |
Equity [Abstract] | |
Accumulated Other Comprehensive Income (Loss) | Accumulated Other Comprehensive Income (Loss)Accumulated other comprehensive income (loss) (“AOCI(L)”) is comprised of adjustments to the Company’s pension and postretirement medical benefit plans and the foreign currency translation for a subsidiary of the Company that performs data analysis and provides consulting services outside the United States. Following is a summary of AOCI(L) for the third quarter of 2022 and the third quarter of 2021: (in thousands) July 1, 2022 Pre-tax Activity Tax Effect September 30, 2022 Net pension activity: Actuarial loss $ (77,391) $ 989 $ (243) $ (76,645) Prior service credits 11 — — 11 Net postretirement benefits activity: Actuarial loss (1,101) 92 (23) (1,032) Prior service costs (624) — — (624) Foreign currency translation adjustment (9) — — (9) Reclassification of stranded tax effects (19,720) — — (19,720) Total AOCI(L) $ (98,834) $ 1,081 $ (266) $ (98,019) (in thousands) July 2, 2021 Pre-tax Activity Tax Effect October 1, 2021 Net pension activity: Actuarial loss $ (92,018) $ 1,219 $ (303) $ (91,102) Prior service credits 9 1 — 10 Net postretirement benefits activity: Actuarial loss (4,049) 186 (46) (3,909) Prior service costs (624) — — (624) Foreign currency translation adjustment 5 (8) 2 (1) Reclassification of stranded tax effects (19,720) — — (19,720) Total AOCI(L) $ (116,397) $ 1,398 $ (347) $ (115,346) Following is a summary of AOCI(L) for the first nine months of 2022 and the first nine months of 2021: (in thousands) December 31, 2021 Pre-tax Activity Tax Effect September 30, 2022 Net pension activity: Actuarial loss $ (78,882) $ 2,966 $ (729) $ (76,645) Prior service credits 11 — — 11 Net postretirement benefits activity: Actuarial loss (1,239) 275 (68) (1,032) Prior service costs (624) — — (624) Foreign currency translation adjustment (9) — — (9) Reclassification of stranded tax effects (19,720) — — (19,720) Total AOCI(L) $ (100,463) $ 3,241 $ (797) $ (98,019) (in thousands) December 31, 2020 Pre-tax Activity Tax Effect October 1, 2021 Net pension activity: Actuarial loss $ (93,847) $ 3,654 $ (909) $ (91,102) Prior service credits 8 2 — 10 Net postretirement benefits activity: Actuarial loss (4,328) 557 (138) (3,909) Prior service costs (624) — — (624) Interest rate swap (1) (556) 739 (183) — Foreign currency translation adjustment 14 (21) 6 (1) Reclassification of stranded tax effects (19,720) — — (19,720) Total AOCI(L) $ (119,053) $ 4,931 $ (1,224) $ (115,346) (1) In 2019, the Company entered into a $100 million fixed rate swap to hedge a portion of the interest rate risk on its previous term loan facility, both of which matured on June 7, 2021. This interest rate swap was designated as a cash flow hedging instrument and changes in its fair value were not material to the condensed consolidated balance sheets. Following is a summary of the impact of AOCI(L) on the condensed consolidated statements of operations: Third Quarter 2022 (in thousands) Net Pension Activity Net Postretirement Benefits Activity Total Cost of sales $ 265 $ 38 $ 303 Selling, delivery and administrative expenses 724 54 778 Subtotal pre-tax 989 92 1,081 Income tax expense 243 23 266 Total after tax effect $ 746 $ 69 $ 815 Third Quarter 2021 (in thousands) Net Pension Activity Net Postretirement Benefits Activity Foreign Currency Translation Adjustment Total Cost of sales $ 364 $ 97 $ — $ 461 Selling, delivery and administrative expenses 856 89 (8) 937 Subtotal pre-tax 1,220 186 (8) 1,398 Income tax expense 303 46 (2) 347 Total after tax effect $ 917 $ 140 $ (6) $ 1,051 First Nine Months 2022 (in thousands) Net Pension Activity Net Postretirement Benefits Activity Total Cost of sales $ 809 $ 116 $ 925 Selling, delivery and administrative expenses 2,157 159 2,316 Subtotal pre-tax 2,966 275 3,241 Income tax expense 729 68 797 Total after tax effect $ 2,237 $ 207 $ 2,444 First Nine Months 2021 (in thousands) Net Pension Activity Net Postretirement Benefits Activity Interest Rate Swap Foreign Currency Translation Adjustment Total Cost of sales $ 1,068 $ 304 $ — $ — $ 1,372 Selling, delivery and administrative expenses 2,588 253 739 (21) 3,559 Subtotal pre-tax 3,656 557 739 (21) 4,931 Income tax expense 909 138 183 (6) 1,224 Total after tax effect $ 2,747 $ 419 $ 556 $ (15) $ 3,707 |
Supplemental Disclosures of Cas
Supplemental Disclosures of Cash Flow Information | 9 Months Ended |
Sep. 30, 2022 | |
Supplemental Cash Flow Elements [Abstract] | |
Supplemental Disclosures of Cash Flow Information | Supplemental Disclosures of Cash Flow Information Changes in current assets and current liabilities affecting cash were as follows: First Nine Months (in thousands) 2022 2021 Accounts receivable, trade $ (84,756) $ (56,766) Allowance for doubtful accounts (1,719) (5,010) Accounts receivable from The Coca‑Cola Company 10,992 (9,120) Accounts receivable, other (36,290) 7,846 Inventories (10,848) (14,738) Prepaid expenses and other current assets (13,891) (10,006) Accounts payable, trade 18,927 62,775 Accounts payable to The Coca‑Cola Company 44,214 46,520 Other accrued liabilities (780) 27,699 Accrued compensation 10,698 9,009 Accrued interest payable 1,796 2,337 Change in current assets less current liabilities $ (61,657) $ 60,546 |
Critical Accounting Policies (P
Critical Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2022 | |
Accounting Policies [Abstract] | |
Critical Accounting Estimates | Critical Accounting Estimates In the ordinary course of business, the Company has made a number of estimates and assumptions relating to the reporting of its results of operations and financial position in the preparation of its condensed consolidated financial statements in conformity with GAAP. Actual results could differ significantly from those estimates under different assumptions and conditions. The Company included in its Annual Report on Form 10-K for 2021 under the caption “Discussion of Critical Accounting Estimates” in “Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations,” a discussion of the Company’s most critical accounting estimates, which are those the Company believes to be the most important to the portrayal of its financial condition and results of operations and require management’s most difficult, subjective and complex judgments, often as a result of the need to make estimates about the effect of matters that are inherently uncertain. Any changes in critical accounting estimates are discussed with the Audit Committee of the Company’s Board of Directors during the quarter in which a change is contemplated and prior to making such change. |
Revenue Recognition | The Company’s sales are divided into two main categories: (i) bottle/can sales and (ii) other sales. Bottle/can sales include products packaged primarily in plastic bottles and aluminum cans. Bottle/can net pricing is based on the invoice price charged to customers reduced by any promotional allowances. Bottle/can net pricing per unit is impacted by the price charged per package, the sales volume generated for each package and the channels in which those packages are sold. Other sales include sales to other Coca‑Cola bottlers, post-mix sales, transportation revenue and equipment maintenance revenue. The Company’s contracts are derived from customer orders, including customer sales incentives, generated through an order processing and replenishment model. Generally, the Company’s service contracts and contracts related to the delivery of specifically identifiable products have a single performance obligation. Revenues do not include sales or other taxes collected from customers. The Company has defined its performance obligations for its contracts as either at a point in time or over time. Bottle/can sales, sales to other Coca‑Cola bottlers and post-mix sales are recognized when control transfers to a customer, which is generally upon delivery and is considered a single point in time (“point in time”). Point in time sales accounted for approximately 97% of the Company’s net sales in both the first nine months of 2022 and the first nine months of 2021. Other sales, which include revenue for service fees related to the repair of cold drink equipment and delivery fees for freight hauling and brokerage services, are recognized over time (“over time”). Revenues related to cold drink equipment repair are recognized as the respective services are completed using a cost-to-cost input method. Repair services are generally completed in less than one day but can extend up to one month. Revenues related to freight hauling and brokerage services are recognized as the delivery occurs using a miles driven output method. Generally, delivery occurs and freight charges are recognized in the same day. Over time sales orders open at the end of a financial period are not material to the condensed consolidated financial statements. |
Related Party Transactions (Tab
Related Party Transactions (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Related Party Transactions [Abstract] | |
Summary of Significant Transactions Between Company and the Coca-cola Company | The following table summarizes the significant cash transactions between the Company and The Coca‑Cola Company: Third Quarter First Nine Months (in thousands) 2022 2021 2022 2021 Payments made by the Company to The Coca-Cola Company (1) $ 481,021 $ 403,889 $ 1,411,300 $ 1,120,042 Payments made by The Coca-Cola Company to the Company 67,540 51,024 187,810 131,026 (1) This excludes acquisition related sub-bottling payments made by the Company to Coca-Cola Refreshments USA, Inc., a wholly owned subsidiary of The Coca‑Cola Company, but includes the purchase price of certain additional BODYARMOR distribution rights, each as discussed below. |
Summary of Liability to Estimated Fair Value of Contingent Consideration | The following table summarizes the liability recorded by the Company to reflect the estimated fair value of contingent consideration related to future expected acquisition related sub‑bottling payments to CCR: (in thousands) September 30, 2022 December 31, 2021 Current portion of acquisition related contingent consideration $ 33,186 $ 51,518 Noncurrent portion of acquisition related contingent consideration 503,730 490,587 Total acquisition related contingent consideration $ 536,916 $ 542,105 |
Summary of Rental Payments Related to Leases | A summary of rental payments for these leases related to the third quarter and the first nine months of 2022 and 2021 is as follows: Third Quarter First Nine Months (in thousands) 2022 2021 2022 2021 Company headquarters $ 963 $ 944 $ 2,890 $ 2,834 Snyder Production Center — 1,112 927 3,338 |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Revenue from Contract with Customer [Abstract] | |
Disaggregation of Revenue From Contracts With Customers | The following table represents a disaggregation of revenue from contracts with customers: Third Quarter First Nine Months (in thousands) 2022 2021 2022 2021 Point in time net sales: Nonalcoholic Beverages - point in time $ 1,587,771 $ 1,415,643 $ 4,500,277 $ 4,029,846 Total point in time net sales $ 1,587,771 $ 1,415,643 $ 4,500,277 $ 4,029,846 Over time net sales: Nonalcoholic Beverages - over time $ 12,294 $ 11,328 $ 35,023 $ 32,130 All Other - over time 28,524 30,461 92,862 98,399 Total over time net sales $ 40,818 $ 41,789 $ 127,885 $ 130,529 Total net sales $ 1,628,589 $ 1,457,432 $ 4,628,162 $ 4,160,375 |
Summary of Activity for Allowance for Credit Losses | Following is a summary of activity for the allowance for credit losses during the first nine months of 2022 and the first nine months of 2021: First Nine Months (in thousands) 2022 2021 Beginning balance - allowance for credit losses $ 14,336 $ 18,070 Additions charged to expenses and as reductions to net sales 1,987 2,619 Deductions (3,706) (7,079) Ending balance - allowance for credit losses $ 12,617 $ 13,610 |
Segments (Tables)
Segments (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Segment Reporting [Abstract] | |
Summary of Financial Information by Segment | The Company’s segment results are as follows: Third Quarter First Nine Months (in thousands) 2022 2021 2022 2021 Net sales: Nonalcoholic Beverages $ 1,600,065 $ 1,426,971 $ 4,535,300 $ 4,061,976 All Other 101,136 88,991 303,209 272,132 Eliminations (1) (72,612) (58,530) (210,347) (173,733) Consolidated net sales $ 1,628,589 $ 1,457,432 $ 4,628,162 $ 4,160,375 Income from operations: Nonalcoholic Beverages $ 189,218 $ 144,130 $ 467,788 $ 363,544 All Other 712 (7,099) 420 (11,468) Consolidated income from operations $ 189,930 $ 137,031 $ 468,208 $ 352,076 Depreciation and amortization: Nonalcoholic Beverages $ 39,578 $ 44,313 $ 119,635 $ 126,088 All Other 2,953 3,145 8,748 9,253 Consolidated depreciation and amortization $ 42,531 $ 47,458 $ 128,383 $ 135,341 (1) The entire net sales elimination represents net sales from the All Other segment to the Nonalcoholic Beverages segment. Sales between these segments are recognized at either fair market value or cost depending on the nature of the transaction. |
Net Income Per Share (Tables)
Net Income Per Share (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Earnings Per Share [Abstract] | |
Computation of Basic Net Income Per Share and Diluted Net Income Per Share | The following table sets forth the computation of basic net income per share and diluted net income per share under the two-class method: Third Quarter First Nine Months (in thousands, except per share data) 2022 2021 2022 2021 Numerator for basic and diluted net income per Common Stock and Class B Common Stock share: Net income $ 118,761 $ 68,930 $ 311,713 $ 170,473 Less dividends: Common Stock 2,092 1,785 5,970 5,356 Class B Common Stock 251 558 1,060 1,674 Total undistributed earnings $ 116,418 $ 66,587 $ 304,683 $ 163,443 Common Stock undistributed earnings – basic $ 103,937 $ 50,731 $ 261,064 $ 124,522 Class B Common Stock undistributed earnings – basic 12,481 15,856 43,619 38,921 Total undistributed earnings – basic $ 116,418 $ 66,587 $ 304,683 $ 163,443 Common Stock undistributed earnings – diluted $ 103,583 $ 50,536 $ 260,065 $ 123,993 Class B Common Stock undistributed earnings – diluted 12,835 16,051 44,618 39,450 Total undistributed earnings – diluted $ 116,418 $ 66,587 $ 304,683 $ 163,443 Numerator for basic net income per Common Stock share: Dividends on Common Stock $ 2,092 $ 1,785 $ 5,970 $ 5,356 Common Stock undistributed earnings – basic 103,937 50,731 261,064 124,522 Numerator for basic net income per Common Stock share $ 106,029 $ 52,516 $ 267,034 $ 129,878 Third Quarter First Nine Months (in thousands, except per share data) 2022 2021 2022 2021 Numerator for basic net income per Class B Common Stock share: Dividends on Class B Common Stock $ 251 $ 558 $ 1,060 $ 1,674 Class B Common Stock undistributed earnings – basic 12,481 15,856 43,619 38,921 Numerator for basic net income per Class B Common Stock share $ 12,732 $ 16,414 $ 44,679 $ 40,595 Numerator for diluted net income per Common Stock share: Dividends on Common Stock $ 2,092 $ 1,785 $ 5,970 $ 5,356 Dividends on Class B Common Stock assumed converted to Common Stock 251 558 1,060 1,674 Common Stock undistributed earnings – diluted 116,418 66,587 304,683 163,443 Numerator for diluted net income per Common Stock share $ 118,761 $ 68,930 $ 311,713 $ 170,473 Numerator for diluted net income per Class B Common Stock share: Dividends on Class B Common Stock $ 251 $ 558 $ 1,060 $ 1,674 Class B Common Stock undistributed earnings – diluted 12,835 16,051 44,618 39,450 Numerator for diluted net income per Class B Common Stock share $ 13,086 $ 16,609 $ 45,678 $ 41,124 Denominator for basic net income per Common Stock and Class B Common Stock share: Common Stock weighted average shares outstanding – basic 8,369 7,141 8,032 7,141 Class B Common Stock weighted average shares outstanding – basic 1,005 2,232 1,342 2,232 Denominator for diluted net income per Common Stock and Class B Common Stock share: Common Stock weighted average shares outstanding – diluted (assumes conversion of Class B Common Stock to Common Stock) 9,406 9,409 9,410 9,413 Class B Common Stock weighted average shares outstanding – diluted 1,037 2,268 1,378 2,272 Basic net income per share: Common Stock $ 12.67 $ 7.36 $ 33.25 $ 18.19 Class B Common Stock $ 12.67 $ 7.36 $ 33.29 $ 18.19 Diluted net income per share: Common Stock $ 12.63 $ 7.32 $ 33.13 $ 18.11 Class B Common Stock $ 12.62 $ 7.31 $ 33.15 $ 18.10 NOTES TO TABLE (1) For purposes of the diluted net income per share computation for Common Stock, all shares of Class B Common Stock are assumed to be converted; therefore, 100% of undistributed earnings is allocated to Common Stock. (2) For purposes of the diluted net income per share computation for Class B Common Stock, weighted average shares of Class B Common Stock are assumed to be outstanding for the entire period and not converted. (3) For periods presented during which the Company has net income, the denominator for diluted net income per share for Common Stock and Class B Common Stock includes the dilutive effect of shares relative to the Long-Term Performance Equity Plan . For periods presented during which the Company has net loss, the unvested shares granted pursuant to the Long-Term Performance Equity Plan are excluded from the computation of diluted net loss per share, as the effect would have been anti-dilutive. See Note 2 for additional information on the Long-Term Performance Equity Plan . (4) The Long-Term Performance Equity Plan awards may be settled in cash and/or shares of the Company’s Class B Common Stock. Once an election has been made to settle an award in cash, the dilutive effect of shares relative to such award is prospectively removed from the denominator in the computation of diluted net income per share. (5) The Company did not have anti-dilutive shares for any periods presented. (6) 1,227,546 shares of the Company’s Class B Common Stock were converted on a one share for one share basis into shares of the Company’s Common Stock, effective as of March 17, 2022. See Note 2 for additional information on the Stockholder Conversion Agreement. |
Inventories (Tables)
Inventories (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Inventory Disclosure [Abstract] | |
Summary of Inventories | Inventories consisted of the following: (in thousands) September 30, 2022 December 31, 2021 Finished products $ 204,046 $ 181,751 Manufacturing materials 63,052 81,183 Plastic shells, plastic pallets and other inventories 46,601 39,917 Total inventories $ 313,699 $ 302,851 |
Prepaid Expenses and Other Cu_2
Prepaid Expenses and Other Current Assets (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Prepaid Expense and Other Assets [Abstract] | |
Summary of Prepaid Expenses and Other Current Assets | Prepaid expenses and other current assets consisted of the following: (in thousands) September 30, 2022 December 31, 2021 Repair parts $ 35,162 $ 26,643 Prepaid software 6,579 7,038 Prepaid marketing 5,516 4,380 Prepaid taxes 5,455 4,079 Commodity hedges at fair market value 5,005 7,714 Other prepaid expenses and other current assets 34,242 28,214 Total prepaid expenses and other current assets $ 91,959 $ 78,068 |
Assets Held for Sale (Tables)
Assets Held for Sale (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Summary of Assets Held for Sale | Following is a summary of the assets held for sale: (in thousands) September 30, 2022 December 31, 2021 Land $ 1,691 $ 2,906 Buildings and leasehold and land improvements 1,354 3,974 Total assets held for sale $ 3,045 $ 6,880 |
Property, Plant and Equipment_2
Property, Plant and Equipment, Net (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Property, Plant and Equipment [Abstract] | |
Principal Categories and Estimated Useful Lives of Property, Plant and Equipment, Net | The principal categories and estimated useful lives of property, plant and equipment, net were as follows: (in thousands) September 30, 2022 December 31, 2021 Estimated Useful Lives Land $ 87,037 $ 80,261 Buildings 341,700 265,070 8-50 years Machinery and equipment 454,506 443,592 5-20 years Transportation equipment 487,680 466,238 3-20 years Furniture and fixtures 97,700 95,062 3-10 years Cold drink dispensing equipment 435,152 436,954 3-17 years Leasehold and land improvements 170,346 178,809 5-20 years Software for internal use 48,213 47,982 3-10 years Construction in progress 45,926 23,496 Total property, plant and equipment, at cost 2,168,260 2,037,464 Less: Accumulated depreciation and amortization 1,085,320 1,006,776 Property, plant and equipment, net $ 1,082,940 $ 1,030,688 |
Leases (Tables)
Leases (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Leases [Abstract] | |
Summary of Weighted Average Remaining Lease Term and Discount Rate and Leases Within Condensed Consolidated Statement of Operations | Following is a summary of the weighted average remaining lease term and the weighted average discount rate for the Company’s leases: September 30, 2022 December 31, 2021 Weighted average remaining lease term: Operating leases 7.5 years 8.3 years Financing leases 4.6 years 12.5 years Weighted average discount rate: Operating leases 3.6 % 3.6 % Financing leases 5.2 % 3.1 % Following is a summary of the Company’s leases within the condensed consolidated statements of operations: Third Quarter First Nine Months (in thousands) 2022 2021 2022 2021 Operating lease costs $ 7,750 $ 6,828 $ 22,389 $ 19,647 Short-term and variable leases 3,731 4,561 11,006 12,932 Depreciation expense from financing leases 411 1,414 1,903 4,242 Interest expense on financing lease obligations 139 575 753 1,738 Total lease cost $ 12,031 $ 13,378 $ 36,051 $ 38,559 |
Summary of Future Minimum Lease Payments for Noncancelable Operating Leases | Following is a summary of future minimum lease payments for all noncancelable operating leases and financing leases as of September 30, 2022: (in thousands) Operating Leases Financing Leases Remainder of 2022 $ 7,160 $ 678 2023 30,211 2,750 2024 25,409 2,808 2025 19,582 2,869 2026 18,332 1,233 Thereafter 68,457 1,304 Total minimum lease payments including interest $ 169,151 $ 11,642 Less: Amounts representing interest 23,069 1,273 Present value of minimum lease principal payments 146,082 10,369 Less: Current portion of lease liabilities 26,465 2,259 Noncurrent portion of lease liabilities $ 119,617 $ 8,110 Following is a summary of future minimum lease payments for all noncancelable operating leases and financing leases as of December 31, 2021: (in thousands) Operating Leases Financing Leases 2022 $ 26,026 $ 7,145 2023 24,893 7,201 2024 20,639 7,396 2025 16,740 7,593 2026 15,575 6,100 Thereafter 65,695 49,728 Total minimum lease payments including interest $ 169,568 $ 85,163 Less: Amounts representing interest 25,474 14,097 Present value of minimum lease principal payments 144,094 71,066 Less: Current portion of lease liabilities 22,048 6,060 Noncurrent portion of lease liabilities $ 122,046 $ 65,006 |
Summary of Future Minimum Lease Payments for Noncancelable Finance Leases | Following is a summary of future minimum lease payments for all noncancelable operating leases and financing leases as of September 30, 2022: (in thousands) Operating Leases Financing Leases Remainder of 2022 $ 7,160 $ 678 2023 30,211 2,750 2024 25,409 2,808 2025 19,582 2,869 2026 18,332 1,233 Thereafter 68,457 1,304 Total minimum lease payments including interest $ 169,151 $ 11,642 Less: Amounts representing interest 23,069 1,273 Present value of minimum lease principal payments 146,082 10,369 Less: Current portion of lease liabilities 26,465 2,259 Noncurrent portion of lease liabilities $ 119,617 $ 8,110 Following is a summary of future minimum lease payments for all noncancelable operating leases and financing leases as of December 31, 2021: (in thousands) Operating Leases Financing Leases 2022 $ 26,026 $ 7,145 2023 24,893 7,201 2024 20,639 7,396 2025 16,740 7,593 2026 15,575 6,100 Thereafter 65,695 49,728 Total minimum lease payments including interest $ 169,568 $ 85,163 Less: Amounts representing interest 25,474 14,097 Present value of minimum lease principal payments 144,094 71,066 Less: Current portion of lease liabilities 22,048 6,060 Noncurrent portion of lease liabilities $ 122,046 $ 65,006 |
Summary of Leases Within Condensed Consolidated Statement of Cash Flow | Following is a summary of the Company’s leases within the condensed consolidated statements of cash flows: First Nine Months (in thousands) 2022 2021 Cash flows from operating activities impact: Operating leases $ 21,502 $ 21,112 Interest payments on financing lease obligations 753 1,738 Total cash flows from operating activities impact $ 22,255 $ 22,850 Cash flows from financing activities impact: Principal payments on financing lease obligations $ 2,441 $ 3,567 Total cash flows from financing activities impact $ 2,441 $ 3,567 |
Distribution Agreements, Net (T
Distribution Agreements, Net (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Distribution Agreements, Net | Distribution agreements, net, which are amortized on a straight-line basis and have an estimated useful life of 20 to 40 years, consisted of the following: (in thousands) September 30, 2022 December 31, 2021 Distribution agreements at cost $ 990,191 $ 960,042 Less: Accumulated amortization 141,934 123,265 Distribution agreements, net $ 848,257 $ 836,777 Customer lists, net, which are amortized on a straight-line basis and have an estimated useful life of five (in thousands) September 30, 2022 December 31, 2021 Customer lists at cost $ 25,288 $ 25,288 Less: Accumulated amortization 15,673 14,322 Customer lists, net $ 9,615 $ 10,966 |
Reconciliation of Activity for Distribution Agreements, Net | Following is a summary of activity for distribution agreements, net during the first nine months of 2022 and the first nine months of 2021: First Nine Months (in thousands) 2022 2021 Beginning balance - distribution agreements, net $ 836,777 $ 853,753 BODYARMOR distribution rights 30,149 14 Additional accumulated amortization (18,669) (18,364) Ending balance - distribution agreements, net $ 848,257 $ 835,403 |
Customer Lists, Net (Tables)
Customer Lists, Net (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Customer Lists, Net | Distribution agreements, net, which are amortized on a straight-line basis and have an estimated useful life of 20 to 40 years, consisted of the following: (in thousands) September 30, 2022 December 31, 2021 Distribution agreements at cost $ 990,191 $ 960,042 Less: Accumulated amortization 141,934 123,265 Distribution agreements, net $ 848,257 $ 836,777 Customer lists, net, which are amortized on a straight-line basis and have an estimated useful life of five (in thousands) September 30, 2022 December 31, 2021 Customer lists at cost $ 25,288 $ 25,288 Less: Accumulated amortization 15,673 14,322 Customer lists, net $ 9,615 $ 10,966 |
Other Accrued Liabilities (Tabl
Other Accrued Liabilities (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Payables and Accruals [Abstract] | |
Summary of Other Accrued Liabilities | Other accrued liabilities consisted of the following: (in thousands) September 30, 2022 December 31, 2021 Accrued insurance costs $ 53,074 $ 51,645 Accrued marketing costs 36,838 32,249 Employee and retiree benefit plan accruals 33,306 32,007 Current portion of acquisition related contingent consideration 33,186 51,518 Accrued taxes (other than income taxes) 6,684 6,638 Current deferred proceeds from related parties 3,064 3,064 Current portion of deferred payroll taxes under CARES Act — 18,739 All other accrued expenses 41,098 30,909 Total other accrued liabilities $ 207,250 $ 226,769 |
Commodity Derivative Instrume_2
Commodity Derivative Instruments (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Summary of Pre-tax Changes in Fair Value | The following table summarizes pre-tax changes in the fair values of the Company’s commodity derivative instruments and the classification of such changes in the condensed consolidated statements of operations: Third Quarter First Nine Months (in thousands) 2022 2021 2022 2021 Cost of sales $ 1,100 $ 3,794 $ (5,069) $ 6,210 Selling, delivery and administrative expenses (4,711) 426 2,512 1,491 Total gain (loss) $ (3,611) $ 4,220 $ (2,557) $ 7,701 |
Summary of Fair Values and Classification in Condensed Consolidated Balance Sheets of Derivative Instruments | The following table summarizes the fair values of the Company’s commodity derivative instruments and the classification of such instruments in the condensed consolidated balance sheets: (in thousands) September 30, 2022 December 31, 2021 Assets: Prepaid expenses and other current assets $ 5,005 $ 7,714 Other assets 777 — Total assets $ 5,782 $ 7,714 Liabilities: Other accrued liabilities $ 625 $ — Total liabilities $ 625 $ — |
Summary of Gross Derivative Assets and Gross Commodity Derivative Assets and Liabilities in Condensed Consolidated Balance Sheets | The following table summarizes the Company’s gross commodity derivative instrument assets and gross commodity derivative instrument liabilities in the condensed consolidated balance sheets: (in thousands) September 30, 2022 December 31, 2021 Gross commodity derivative instrument assets $ 6,631 $ 9,200 Gross commodity derivative instrument liabilities 1,474 1,486 |
Summary of Outstanding Commodity Derivative Instruments | The following table summarizes the Company’s outstanding commodity derivative instruments: (in thousands) September 30, 2022 December 31, 2021 Notional amount of outstanding commodity derivative instruments $ 66,545 $ 74,558 Latest maturity date of outstanding commodity derivative instruments December 2023 December 2022 |
Fair Values of Financial Inst_2
Fair Values of Financial Instruments (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Fair Value Disclosures [Abstract] | |
Methods and Assumptions Used in Estimating Fair Value | The below methods and assumptions were used by the Company in estimating the fair values of its financial instruments. There were no transfers of assets or liabilities between levels in any period presented. Financial Instrument Fair Value Methods and Assumptions Deferred compensation plan assets and liabilities Level 1 The fair value of the Company’s nonqualified deferred compensation plan for certain executives and other highly compensated employees is based on the fair values of associated assets and liabilities, which are held in mutual funds and are based on the quoted market values of the securities held within the mutual funds. Commodity derivative instruments Level 2 The fair values of the Company’s commodity derivative instruments are based on current settlement values at each balance sheet date, which represent the estimated amounts the Company would have received or paid upon termination of these instruments. The Company’s credit risk related to the commodity derivative instruments is managed by requiring high standards for its counterparties and periodic settlements. The Company considers nonperformance risk in determining the fair values of commodity derivative instruments. Long-term debt Level 2 The carrying amounts of the Company’s variable rate debt approximate the fair values due to variable interest rates with short reset periods. The fair values of the Company’s fixed rate debt are based on estimated current market prices. Acquisition related contingent consideration Level 3 The fair value of the Company’s acquisition related contingent consideration is based on internal forecasts and the weighted average cost of capital (“WACC”) derived from market data. |
Deferred Compensation Plan, Commodity Derivative Instruments, Debt and Acquisition Related Contingent Consideration | The following tables summarize the carrying amounts and the fair values by level of the Company’s deferred compensation plan assets and liabilities, commodity derivative instruments, long‑term debt and acquisition related contingent consideration: September 30, 2022 (in thousands) Carrying Total Fair Value Fair Value Fair Value Assets: Deferred compensation plan assets $ 47,453 $ 47,453 $ 47,453 $ — $ — Commodity derivative instruments 5,782 5,782 — 5,782 — Liabilities: Deferred compensation plan liabilities 47,453 47,453 47,453 — — Commodity derivative instruments 625 625 — 625 — Long-term debt 598,778 568,500 — 568,500 — Acquisition related contingent consideration 536,916 536,916 — — 536,916 December 31, 2021 (in thousands) Carrying Total Fair Value Fair Value Fair Value Assets: Deferred compensation plan assets $ 60,461 $ 60,461 $ 60,461 $ — $ — Commodity derivative instruments 7,714 7,714 — 7,714 — Liabilities: Deferred compensation plan liabilities 60,461 60,461 60,461 — — Long-term debt 723,443 772,600 — 772,600 — Acquisition related contingent consideration 542,105 542,105 — — 542,105 |
Summary of Acquisition Related Contingent Consideration Liability | A summary of the Level 3 activity is as follows: Third Quarter First Nine Months (in thousands) 2022 2021 2022 2021 Beginning balance - Level 3 liability $ 522,259 $ 473,055 $ 542,105 $ 434,694 Payments of acquisition related contingent consideration (9,711) (8,720) (28,421) (28,640) Reclassification to current payables 1,800 (1,600) 2,100 (300) Increase in fair value 22,568 33,924 21,132 90,905 Ending balance - Level 3 liability $ 536,916 $ 496,659 $ 536,916 $ 496,659 |
Pension and Postretirement Be_2
Pension and Postretirement Benefit Obligations (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Retirement Benefits [Abstract] | |
Components of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost | The components of net periodic pension cost were as follows: Third Quarter First Nine Months (in thousands) 2022 2021 2022 2021 Service cost $ 1,860 $ 1,863 $ 5,581 $ 5,589 Interest cost 2,659 2,452 7,977 7,360 Expected return on plan assets (2,036) (3,250) (6,107) (9,748) Recognized net actuarial loss 989 1,219 2,966 3,654 Amortization of prior service cost — 1 — 2 Net periodic pension cost $ 3,472 $ 2,285 $ 10,417 $ 6,857 The components of net periodic postretirement benefit cost were as follows: Third Quarter First Nine Months (in thousands) 2022 2021 2022 2021 Service cost $ 383 $ 403 $ 1,150 $ 1,209 Interest cost 474 447 1,423 1,342 Recognized net actuarial loss 92 186 275 557 Net periodic postretirement benefit cost $ 949 $ 1,036 $ 2,848 $ 3,108 |
Other Liabilities (Tables)
Other Liabilities (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Other Liabilities Disclosure [Abstract] | |
Summary of Other Liabilities | Other liabilities consisted of the following: (in thousands) September 30, 2022 December 31, 2021 Noncurrent portion of acquisition related contingent consideration $ 503,730 $ 490,587 Accruals for executive benefit plans 130,090 147,135 Noncurrent deferred proceeds from related parties 104,006 106,304 Other 12,988 14,584 Total other liabilities $ 750,814 $ 758,610 |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Debt Disclosure [Abstract] | |
Summary of Long-term Debt | Following is a summary of the Company’s long-term debt: (in thousands) Maturity Interest Interest Public/ September 30, December 31, Senior notes 2/27/2023 3.28% Semi-annually Nonpublic $ — $ 125,000 Senior bonds (1) 11/25/2025 3.80% Semi-annually Public 350,000 350,000 2021 Revolving Credit Facility 7/9/2026 Variable Varies Nonpublic — — Senior notes 10/10/2026 3.93% Quarterly Nonpublic 100,000 100,000 Senior notes 3/21/2030 3.96% Quarterly Nonpublic 150,000 150,000 Unamortized discount on senior bonds (1) 11/25/2025 (28) (34) Debt issuance costs (1,194) (1,523) Total long-term debt $ 598,778 $ 723,443 (1) The senior bonds due in 2025 were issued at 99.975% of par. |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
Summary of Company's Purchases from Manufacturing Cooperatives | The following table summarizes the Company’s purchases from these manufacturing cooperatives: Third Quarter First Nine Months (in thousands) 2022 2021 2022 2021 Purchases from Southeastern $ 40,358 $ 31,417 $ 113,626 $ 92,990 Purchases from SAC 48,585 41,867 144,513 125,677 Total purchases from manufacturing cooperatives $ 88,943 $ 73,284 $ 258,139 $ 218,667 |
Accumulated Other Comprehensi_2
Accumulated Other Comprehensive Income (Loss) (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Equity [Abstract] | |
Summary of Accumulated Other Comprehensive (Loss) | Following is a summary of AOCI(L) for the third quarter of 2022 and the third quarter of 2021: (in thousands) July 1, 2022 Pre-tax Activity Tax Effect September 30, 2022 Net pension activity: Actuarial loss $ (77,391) $ 989 $ (243) $ (76,645) Prior service credits 11 — — 11 Net postretirement benefits activity: Actuarial loss (1,101) 92 (23) (1,032) Prior service costs (624) — — (624) Foreign currency translation adjustment (9) — — (9) Reclassification of stranded tax effects (19,720) — — (19,720) Total AOCI(L) $ (98,834) $ 1,081 $ (266) $ (98,019) (in thousands) July 2, 2021 Pre-tax Activity Tax Effect October 1, 2021 Net pension activity: Actuarial loss $ (92,018) $ 1,219 $ (303) $ (91,102) Prior service credits 9 1 — 10 Net postretirement benefits activity: Actuarial loss (4,049) 186 (46) (3,909) Prior service costs (624) — — (624) Foreign currency translation adjustment 5 (8) 2 (1) Reclassification of stranded tax effects (19,720) — — (19,720) Total AOCI(L) $ (116,397) $ 1,398 $ (347) $ (115,346) Following is a summary of AOCI(L) for the first nine months of 2022 and the first nine months of 2021: (in thousands) December 31, 2021 Pre-tax Activity Tax Effect September 30, 2022 Net pension activity: Actuarial loss $ (78,882) $ 2,966 $ (729) $ (76,645) Prior service credits 11 — — 11 Net postretirement benefits activity: Actuarial loss (1,239) 275 (68) (1,032) Prior service costs (624) — — (624) Foreign currency translation adjustment (9) — — (9) Reclassification of stranded tax effects (19,720) — — (19,720) Total AOCI(L) $ (100,463) $ 3,241 $ (797) $ (98,019) (in thousands) December 31, 2020 Pre-tax Activity Tax Effect October 1, 2021 Net pension activity: Actuarial loss $ (93,847) $ 3,654 $ (909) $ (91,102) Prior service credits 8 2 — 10 Net postretirement benefits activity: Actuarial loss (4,328) 557 (138) (3,909) Prior service costs (624) — — (624) Interest rate swap (1) (556) 739 (183) — Foreign currency translation adjustment 14 (21) 6 (1) Reclassification of stranded tax effects (19,720) — — (19,720) Total AOCI(L) $ (119,053) $ 4,931 $ (1,224) $ (115,346) (1) In 2019, the Company entered into a $100 million fixed rate swap to hedge a portion of the interest rate risk on its previous term loan facility, both of which matured on June 7, 2021. This interest rate swap was designated as a cash flow hedging instrument and changes in its fair value were not material to the condensed consolidated balance sheets. |
Summary of Impact of Accumulated Other Comprehensive Income (Loss) on Statement of Operations | Following is a summary of the impact of AOCI(L) on the condensed consolidated statements of operations: Third Quarter 2022 (in thousands) Net Pension Activity Net Postretirement Benefits Activity Total Cost of sales $ 265 $ 38 $ 303 Selling, delivery and administrative expenses 724 54 778 Subtotal pre-tax 989 92 1,081 Income tax expense 243 23 266 Total after tax effect $ 746 $ 69 $ 815 Third Quarter 2021 (in thousands) Net Pension Activity Net Postretirement Benefits Activity Foreign Currency Translation Adjustment Total Cost of sales $ 364 $ 97 $ — $ 461 Selling, delivery and administrative expenses 856 89 (8) 937 Subtotal pre-tax 1,220 186 (8) 1,398 Income tax expense 303 46 (2) 347 Total after tax effect $ 917 $ 140 $ (6) $ 1,051 First Nine Months 2022 (in thousands) Net Pension Activity Net Postretirement Benefits Activity Total Cost of sales $ 809 $ 116 $ 925 Selling, delivery and administrative expenses 2,157 159 2,316 Subtotal pre-tax 2,966 275 3,241 Income tax expense 729 68 797 Total after tax effect $ 2,237 $ 207 $ 2,444 First Nine Months 2021 (in thousands) Net Pension Activity Net Postretirement Benefits Activity Interest Rate Swap Foreign Currency Translation Adjustment Total Cost of sales $ 1,068 $ 304 $ — $ — $ 1,372 Selling, delivery and administrative expenses 2,588 253 739 (21) 3,559 Subtotal pre-tax 3,656 557 739 (21) 4,931 Income tax expense 909 138 183 (6) 1,224 Total after tax effect $ 2,747 $ 419 $ 556 $ (15) $ 3,707 |
Supplemental Disclosures of C_2
Supplemental Disclosures of Cash Flow Information (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Supplemental Cash Flow Elements [Abstract] | |
Summary of Changes in Current Assets and Current Liabilities Affecting Cash Flows | Changes in current assets and current liabilities affecting cash were as follows: First Nine Months (in thousands) 2022 2021 Accounts receivable, trade $ (84,756) $ (56,766) Allowance for doubtful accounts (1,719) (5,010) Accounts receivable from The Coca‑Cola Company 10,992 (9,120) Accounts receivable, other (36,290) 7,846 Inventories (10,848) (14,738) Prepaid expenses and other current assets (13,891) (10,006) Accounts payable, trade 18,927 62,775 Accounts payable to The Coca‑Cola Company 44,214 46,520 Other accrued liabilities (780) 27,699 Accrued compensation 10,698 9,009 Accrued interest payable 1,796 2,337 Change in current assets less current liabilities $ (61,657) $ 60,546 |
Related Party Transactions - Na
Related Party Transactions - Narrative (Details) $ in Thousands | 3 Months Ended | 9 Months Ended | |||||
Mar. 17, 2022 USD ($) month shares | Jan. 01, 2022 USD ($) | Sep. 30, 2022 USD ($) shares | Oct. 01, 2021 USD ($) | Sep. 30, 2022 USD ($) shares | Oct. 01, 2021 USD ($) | Dec. 31, 2021 USD ($) | |
Related Party Transaction [Line Items] | |||||||
Payments of acquisition related contingent consideration | $ 28,421 | $ 28,640 | |||||
Accounts receivable from related party | $ 46,745 | 46,745 | $ 57,737 | ||||
Lease liability, operating lease | 146,082 | 146,082 | 144,094 | ||||
Lease liability, finance lease | 10,369 | $ 10,369 | 71,066 | ||||
Long-Term Performance Equity Plan | |||||||
Related Party Transaction [Line Items] | |||||||
Award settled in cash or shares, average closing prices of shares during trading days of performance period (in days) | 20 days | ||||||
Long-Term Performance Equity Plan | Selling, delivery and administrative expenses | |||||||
Related Party Transaction [Line Items] | |||||||
Selling, distribution and administrative expenses | $ 2,300 | $ 2,100 | $ 7,900 | 7,600 | |||
Class B Common Stock | |||||||
Related Party Transaction [Line Items] | |||||||
Shares converted (in shares) | shares | 1,227,546 | ||||||
Converting Stockholders | |||||||
Related Party Transaction [Line Items] | |||||||
Conversion of stock, limitation on sale, number of shares during consecutive month period | shares | 175,000 | ||||||
Conversion of stock, limitation on sale, consecutive month period | month | 3 | ||||||
Converting Stockholders | Class B Common Stock | |||||||
Related Party Transaction [Line Items] | |||||||
Shares converted (in shares) | shares | 1,227,546 | ||||||
Conversion ratio | 1 | ||||||
J. Frank Harrison, III | |||||||
Related Party Transaction [Line Items] | |||||||
Voting power of stock held by related party (as a percent) | 71% | 71% | |||||
J. Frank Harrison, III | Class B Common Stock | |||||||
Related Party Transaction [Line Items] | |||||||
Voting power of stock held by related party (in shares) | shares | 1,004,394 | 1,004,394 | |||||
Other Members Of The Harrison Family | |||||||
Related Party Transaction [Line Items] | |||||||
Voting power of stock held by related party (as a percent) | 4% | 4% | |||||
The Coca-Cola Company | |||||||
Related Party Transaction [Line Items] | |||||||
Voting power of stock held by related party (as a percent) | 9% | 9% | |||||
Payments made to related party for concentrate syrup, sweetener, finished products and other purchases (as a percent) | 0.80 | ||||||
The Coca-Cola Company | Distribution agreements, net | Agreement To Acquire Additional Distribution Rights | |||||||
Related Party Transaction [Line Items] | |||||||
Related party transaction, amounts of transaction | $ 30,100 | ||||||
Estimated useful life (in years) | 40 years | ||||||
CCR | Comprehensive Beverage Agreement | |||||||
Related Party Transaction [Line Items] | |||||||
Payments of acquisition related contingent consideration | $ 28,400 | 28,600 | |||||
Southeastern | Other Assets | |||||||
Related Party Transaction [Line Items] | |||||||
Equity investments | $ 21,800 | 21,800 | 21,700 | ||||
SAC | |||||||
Related Party Transaction [Line Items] | |||||||
Proceeds from management fees received from SAC, classified as reduction of cost of sales | 6,700 | 6,600 | |||||
SAC | Other Assets | |||||||
Related Party Transaction [Line Items] | |||||||
Equity investments | 8,200 | 8,200 | 8,200 | ||||
CCBSS | |||||||
Related Party Transaction [Line Items] | |||||||
Accounts receivable from related party | 40,500 | 40,500 | 7,900 | ||||
Administrative fees due to CCBSS | 1,900 | 2,200 | |||||
CONA | |||||||
Related Party Transaction [Line Items] | |||||||
Service fees | 19,900 | $ 18,900 | |||||
CONA | Other Assets | |||||||
Related Party Transaction [Line Items] | |||||||
Equity investments | 16,300 | 16,300 | 13,700 | ||||
Beacon, Company Headquarters | |||||||
Related Party Transaction [Line Items] | |||||||
Lease liability, operating lease | 26,200 | 26,200 | 28,200 | ||||
HLP, SPC & Adjacent Sales Facility | |||||||
Related Party Transaction [Line Items] | |||||||
Related party transaction, amounts of transaction | $ 60,000 | ||||||
Lease liability, finance lease | $ 0 | $ 0 | $ 59,100 |
Related Party Transactions - Su
Related Party Transactions - Summary of Significant Transactions between Company and The Coca-Cola Company (Details) - The Coca-Cola Company - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Oct. 01, 2021 | Sep. 30, 2022 | Oct. 01, 2021 | |
Related Party Transaction [Line Items] | ||||
Payments made by the Company to The Coca-Cola Company | $ 481,021 | $ 403,889 | $ 1,411,300 | $ 1,120,042 |
Payments made by The Coca-Cola Company to the Company | $ 67,540 | $ 51,024 | $ 187,810 | $ 131,026 |
Related Party Transactions - _2
Related Party Transactions - Summary of Liability to Estimated Fair Value of Contingent Consideration (Details) - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
Related Party Transaction [Line Items] | ||
Current portion of acquisition related contingent consideration | $ 33,186 | $ 51,518 |
Noncurrent portion of acquisition related contingent consideration | 503,730 | 490,587 |
CCR | Comprehensive Beverage Agreement | ||
Related Party Transaction [Line Items] | ||
Current portion of acquisition related contingent consideration | 33,186 | 51,518 |
Noncurrent portion of acquisition related contingent consideration | 503,730 | 490,587 |
Total acquisition related contingent consideration | $ 536,916 | $ 542,105 |
Related Party Transactions - _3
Related Party Transactions - Summary of Rental Payments Related to Leases (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Oct. 01, 2021 | Sep. 30, 2022 | Oct. 01, 2021 | |
Company headquarters | ||||
Related Party Transaction [Line Items] | ||||
Rental payments related to leases | $ 963 | $ 944 | $ 2,890 | $ 2,834 |
Snyder Production Center | ||||
Related Party Transaction [Line Items] | ||||
Rental payments related to leases | $ 0 | $ 1,112 | $ 927 | $ 3,338 |
Revenue Recognition - Narrative
Revenue Recognition - Narrative (Details) $ in Millions | 9 Months Ended | ||
Sep. 30, 2022 USD ($) category | Oct. 01, 2021 | Dec. 31, 2021 USD ($) | |
Revenue From Contract With Customer [Line Items] | |||
Number of sales categories | category | 2 | ||
Reserve for customer return | $ | $ 3 | $ 3 | |
Repair Service | Minimum | |||
Revenue From Contract With Customer [Line Items] | |||
General period for completion of services | 1 day | ||
Repair Service | Maximum | |||
Revenue From Contract With Customer [Line Items] | |||
General period for completion of services | 1 month | ||
Bottle/Can Sales | |||
Revenue From Contract With Customer [Line Items] | |||
Sales return estimated percentage (less than) | 1% | ||
Post-Mix and Other | |||
Revenue From Contract With Customer [Line Items] | |||
Sales return estimated percentage (less than) | 1% | ||
Revenue From Contract With Customer Benchmark | Timing of Sale | Point in Time Net Sales | |||
Revenue From Contract With Customer [Line Items] | |||
Sales percentage | 97% | 97% |
Revenue Recognition - Disaggreg
Revenue Recognition - Disaggregation of Revenue from Contracts with Customers (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Oct. 01, 2021 | Sep. 30, 2022 | Oct. 01, 2021 | |
Disaggregation of Revenue [Line Items] | ||||
Net sales | $ 1,628,589 | $ 1,457,432 | $ 4,628,162 | $ 4,160,375 |
Point in Time Net Sales | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 1,587,771 | 1,415,643 | 4,500,277 | 4,029,846 |
Point in Time Net Sales | Nonalcoholic Beverages | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 1,587,771 | 1,415,643 | 4,500,277 | 4,029,846 |
Over Time Net Sales | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 40,818 | 41,789 | 127,885 | 130,529 |
Over Time Net Sales | Nonalcoholic Beverages | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 12,294 | 11,328 | 35,023 | 32,130 |
Over Time Net Sales | All Other | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | $ 28,524 | $ 30,461 | $ 92,862 | $ 98,399 |
Revenue Recognition - Summary o
Revenue Recognition - Summary of Activity in Allowance for Credit Losses (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2022 | Oct. 01, 2021 | |
Financing Receivable, Allowance for Credit Loss [Roll Forward] | ||
Beginning balance - allowance for credit losses | $ 14,336 | $ 18,070 |
Additions charged to expenses and as reductions to net sales | 1,987 | 2,619 |
Deductions | (3,706) | (7,079) |
Ending balance - allowance for credit losses | $ 12,617 | $ 13,610 |
Segments - Narrative (Details)
Segments - Narrative (Details) | 9 Months Ended |
Sep. 30, 2022 segment | |
Segment Reporting Information [Line Items] | |
Number of operating segments | 3 |
All Other | |
Segment Reporting Information [Line Items] | |
Number of operating segments | 2 |
Segments - Summary of Financial
Segments - Summary of Financial Information by Segment (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Oct. 01, 2021 | Sep. 30, 2022 | Oct. 01, 2021 | |
Net sales: | ||||
Consolidated net sales | $ 1,628,589 | $ 1,457,432 | $ 4,628,162 | $ 4,160,375 |
Income from operations: | ||||
Consolidated income from operations | 189,930 | 137,031 | 468,208 | 352,076 |
Depreciation and amortization: | ||||
Consolidated depreciation and amortization | 42,531 | 47,458 | 128,383 | 135,341 |
Operating Segments | Nonalcoholic Beverages | ||||
Net sales: | ||||
Consolidated net sales | 1,600,065 | 1,426,971 | 4,535,300 | 4,061,976 |
Income from operations: | ||||
Consolidated income from operations | 189,218 | 144,130 | 467,788 | 363,544 |
Depreciation and amortization: | ||||
Consolidated depreciation and amortization | 39,578 | 44,313 | 119,635 | 126,088 |
Operating Segments | All Other | ||||
Net sales: | ||||
Consolidated net sales | 101,136 | 88,991 | 303,209 | 272,132 |
Income from operations: | ||||
Consolidated income from operations | 712 | (7,099) | 420 | (11,468) |
Depreciation and amortization: | ||||
Consolidated depreciation and amortization | 2,953 | 3,145 | 8,748 | 9,253 |
Eliminations | ||||
Net sales: | ||||
Consolidated net sales | $ (72,612) | $ (58,530) | $ (210,347) | $ (173,733) |
Net Income Per Share (Details)
Net Income Per Share (Details) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Mar. 17, 2022 shares | Sep. 30, 2022 USD ($) $ / shares shares | Oct. 01, 2021 USD ($) $ / shares shares | Sep. 30, 2022 USD ($) $ / shares shares | Oct. 01, 2021 USD ($) $ / shares shares | |
Numerator for basic and diluted net income per Common Stock and Class B Common Stock share: | |||||
Net income | $ 118,761 | $ 68,930 | $ 311,713 | $ 170,473 | |
Less dividends: | |||||
Total undistributed earnings – basic | 116,418 | 66,587 | 304,683 | 163,443 | |
Total undistributed earnings – diluted | 116,418 | 66,587 | $ 304,683 | $ 163,443 | |
Diluted net income per share: | |||||
Percentage undistributed earnings allocated to common stock diluted | 100% | 100% | |||
Anti-dilutive shares | shares | 0 | 0 | |||
Common Stock | |||||
Less dividends: | |||||
Common Stock | 2,092 | 1,785 | $ 5,970 | $ 5,356 | |
Total undistributed earnings – basic | 103,937 | 50,731 | 261,064 | 124,522 | |
Total undistributed earnings – diluted | 103,583 | 50,536 | 260,065 | 123,993 | |
Numerator for basic net income per Common Stock share: | |||||
Numerator for basic net income per Common Stock share | 106,029 | 52,516 | 267,034 | 129,878 | |
Numerator for diluted net income per Common Stock share: | |||||
Numerator for diluted net income per Common Stock share | $ 118,761 | $ 68,930 | $ 311,713 | $ 170,473 | |
Denominator for basic net income per Common Stock and Class B Common Stock share: | |||||
Common Stock weighted average shares outstanding - basic (in shares) | shares | 8,369,000 | 7,141,000 | 8,032,000 | 7,141,000 | |
Denominator for diluted net income per Common Stock and Class B Common Stock share: | |||||
Common Stock weighted average shares outstanding - diluted (assuming conversion of Class B Common Stock to Common Stock) (in shares) | shares | 9,406,000 | 9,409,000 | 9,410,000 | 9,413,000 | |
Basic net income per share: | |||||
Common Stock (in dollars per share) | $ / shares | $ 12.67 | $ 7.36 | $ 33.25 | $ 18.19 | |
Diluted net income per share: | |||||
Common Stock (in dollars per share) | $ / shares | $ 12.63 | $ 7.32 | $ 33.13 | $ 18.11 | |
Class B Common Stock | |||||
Less dividends: | |||||
Common Stock | $ 251 | $ 558 | $ 1,060 | $ 1,674 | |
Total undistributed earnings – basic | 12,481 | 15,856 | 43,619 | 38,921 | |
Total undistributed earnings – diluted | 12,835 | 16,051 | 44,618 | 39,450 | |
Numerator for basic net income per Common Stock share: | |||||
Numerator for basic net income per Common Stock share | 12,732 | 16,414 | 44,679 | 40,595 | |
Numerator for diluted net income per Common Stock share: | |||||
Numerator for diluted net income per Common Stock share | $ 13,086 | $ 16,609 | $ 45,678 | $ 41,124 | |
Denominator for basic net income per Common Stock and Class B Common Stock share: | |||||
Common Stock weighted average shares outstanding - basic (in shares) | shares | 1,005,000 | 2,232,000 | 1,342,000 | 2,232,000 | |
Denominator for diluted net income per Common Stock and Class B Common Stock share: | |||||
Common Stock weighted average shares outstanding - diluted (assuming conversion of Class B Common Stock to Common Stock) (in shares) | shares | 1,037,000 | 2,268,000 | 1,378,000 | 2,272,000 | |
Basic net income per share: | |||||
Common Stock (in dollars per share) | $ / shares | $ 12.67 | $ 7.36 | $ 33.29 | $ 18.19 | |
Diluted net income per share: | |||||
Common Stock (in dollars per share) | $ / shares | $ 12.62 | $ 7.31 | $ 33.15 | $ 18.10 | |
Shares converted (in shares) | shares | 1,227,546 | ||||
Class B Common Stock | Converting Stockholders | |||||
Diluted net income per share: | |||||
Shares converted (in shares) | shares | 1,227,546 | ||||
Conversion ratio | 1 |
Inventories (Details)
Inventories (Details) - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
Inventory Disclosure [Abstract] | ||
Finished products | $ 204,046 | $ 181,751 |
Manufacturing materials | 63,052 | 81,183 |
Plastic shells, plastic pallets and other inventories | 46,601 | 39,917 |
Total inventories | $ 313,699 | $ 302,851 |
Prepaid Expenses and Other Cu_3
Prepaid Expenses and Other Current Assets (Details) - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
Prepaid Expense and Other Assets [Abstract] | ||
Repair parts | $ 35,162 | $ 26,643 |
Prepaid software | 6,579 | 7,038 |
Prepaid marketing | 5,516 | 4,380 |
Prepaid taxes | 5,455 | 4,079 |
Commodity hedges at fair market value | 5,005 | 7,714 |
Other prepaid expenses and other current assets | 34,242 | 28,214 |
Total prepaid expenses and other current assets | $ 91,959 | $ 78,068 |
Assets Held for Sale (Details)
Assets Held for Sale (Details) - Assets Held for Sale - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Total assets held for sale | $ 3,045 | $ 6,880 |
Land | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Property, plant, and equipment | 1,691 | 2,906 |
Buildings and leasehold and land improvements | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Property, plant, and equipment | $ 1,354 | $ 3,974 |
Property, Plant and Equipment_3
Property, Plant and Equipment, Net (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2022 | Dec. 31, 2021 | |
Property, Plant and Equipment [Line Items] | ||
Total property, plant and equipment, at cost | $ 2,168,260 | $ 2,037,464 |
Less: Accumulated depreciation and amortization | 1,085,320 | 1,006,776 |
Property, plant and equipment, net | 1,082,940 | 1,030,688 |
Land | ||
Property, Plant and Equipment [Line Items] | ||
Total property, plant and equipment, at cost | 87,037 | 80,261 |
Buildings | ||
Property, Plant and Equipment [Line Items] | ||
Total property, plant and equipment, at cost | $ 341,700 | 265,070 |
Buildings | Minimum | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Useful Lives | 8 years | |
Buildings | Maximum | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Useful Lives | 50 years | |
Machinery and equipment | ||
Property, Plant and Equipment [Line Items] | ||
Total property, plant and equipment, at cost | $ 454,506 | 443,592 |
Machinery and equipment | Minimum | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Useful Lives | 5 years | |
Machinery and equipment | Maximum | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Useful Lives | 20 years | |
Transportation equipment | ||
Property, Plant and Equipment [Line Items] | ||
Total property, plant and equipment, at cost | $ 487,680 | 466,238 |
Transportation equipment | Minimum | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Useful Lives | 3 years | |
Transportation equipment | Maximum | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Useful Lives | 20 years | |
Furniture and fixtures | ||
Property, Plant and Equipment [Line Items] | ||
Total property, plant and equipment, at cost | $ 97,700 | 95,062 |
Furniture and fixtures | Minimum | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Useful Lives | 3 years | |
Furniture and fixtures | Maximum | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Useful Lives | 10 years | |
Cold drink dispensing equipment | ||
Property, Plant and Equipment [Line Items] | ||
Total property, plant and equipment, at cost | $ 435,152 | 436,954 |
Cold drink dispensing equipment | Minimum | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Useful Lives | 3 years | |
Cold drink dispensing equipment | Maximum | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Useful Lives | 17 years | |
Leasehold and land improvements | ||
Property, Plant and Equipment [Line Items] | ||
Total property, plant and equipment, at cost | $ 170,346 | 178,809 |
Leasehold and land improvements | Minimum | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Useful Lives | 5 years | |
Leasehold and land improvements | Maximum | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Useful Lives | 20 years | |
Software for internal use | ||
Property, Plant and Equipment [Line Items] | ||
Total property, plant and equipment, at cost | $ 48,213 | 47,982 |
Software for internal use | Minimum | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Useful Lives | 3 years | |
Software for internal use | Maximum | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Useful Lives | 10 years | |
Construction in progress | ||
Property, Plant and Equipment [Line Items] | ||
Total property, plant and equipment, at cost | $ 45,926 | $ 23,496 |
Leases - Summary of Weighted Av
Leases - Summary of Weighted Average Remaining Lease Term and Weighted Average Discount Rate for Population of Leases (Details) | Sep. 30, 2022 | Dec. 31, 2021 |
Operating leases | ||
Weighted average remaining lease term (in years) | 7 years 6 months | 8 years 3 months 18 days |
Weighted average discount rate | 3.60% | 3.60% |
Financing leases | ||
Weighted average remaining lease term (in years) | 4 years 7 months 6 days | 12 years 6 months |
Weighted average discount rate | 5.20% | 3.10% |
Leases - Summary of Balances Re
Leases - Summary of Balances Related to Lease Portfolio within Condensed Consolidated Statement of Operations (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Oct. 01, 2021 | Sep. 30, 2022 | Oct. 01, 2021 | |
Leases [Abstract] | ||||
Operating lease costs | $ 7,750 | $ 6,828 | $ 22,389 | $ 19,647 |
Short-term and variable leases | 3,731 | 4,561 | 11,006 | 12,932 |
Depreciation expense from financing leases | 411 | 1,414 | 1,903 | 4,242 |
Interest expense on financing lease obligations | 139 | 575 | 753 | 1,738 |
Total lease cost | $ 12,031 | $ 13,378 | $ 36,051 | $ 38,559 |
Leases - Summary of Future Mini
Leases - Summary of Future Minimum Lease Payments For Noncancelable Operating And Financing Leases (Details) - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
Operating Leases | ||
Remainder of 2022 | $ 7,160 | |
2023 | 30,211 | $ 26,026 |
2024 | 25,409 | 24,893 |
2025 | 19,582 | 20,639 |
2026 | 18,332 | 16,740 |
Thereafter | 68,457 | |
Total minimum lease payments including interest | 169,151 | 169,568 |
Less: Amounts representing interest | 23,069 | 25,474 |
Present value of minimum lease principal payments | 146,082 | 144,094 |
Less: Current portion of lease liabilities - operating leases | 26,465 | 22,048 |
Noncurrent portion of lease liabilities - operating leases | 119,617 | 122,046 |
Financing Leases | ||
Remainder of 2022 | 678 | |
2023 | 2,750 | 7,145 |
2024 | 2,808 | 7,201 |
2025 | 2,869 | 7,396 |
2026 | 1,233 | 7,593 |
Thereafter | 1,304 | |
Total minimum lease payments including interest | 11,642 | 85,163 |
Less: Amounts representing interest | 1,273 | 14,097 |
Present value of minimum lease principal payments | 10,369 | 71,066 |
Less: Current portion of lease liabilities - financing leases | 2,259 | 6,060 |
Noncurrent portion of lease liabilities - financing leases | $ 8,110 | $ 65,006 |
Leases - Summary of Future Mi_2
Leases - Summary of Future Minimum Lease Payments For Noncancelable Operating And Financing Leases, Year End (Details) - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
Operating Leases | ||
2022 | $ 30,211 | $ 26,026 |
2023 | 25,409 | 24,893 |
2024 | 19,582 | 20,639 |
2025 | 18,332 | 16,740 |
2026 | 15,575 | |
Thereafter | 65,695 | |
Total minimum lease payments including interest | 169,151 | 169,568 |
Less: Amounts representing interest | 23,069 | 25,474 |
Present value of minimum lease principal payments | 146,082 | 144,094 |
Less: Current portion of lease liabilities - operating leases | 26,465 | 22,048 |
Noncurrent portion of lease liabilities - operating leases | 119,617 | 122,046 |
Financing Leases | ||
2022 | 2,750 | 7,145 |
2023 | 2,808 | 7,201 |
2024 | 2,869 | 7,396 |
2025 | 1,233 | 7,593 |
2026 | 6,100 | |
Thereafter | 49,728 | |
Total minimum lease payments including interest | 11,642 | 85,163 |
Less: Amounts representing interest | 1,273 | 14,097 |
Present value of minimum lease principal payments | 10,369 | 71,066 |
Less: Current portion of lease liabilities - financing leases | 2,259 | 6,060 |
Noncurrent portion of lease liabilities - financing leases | $ 8,110 | $ 65,006 |
Leases - Summary of Balances _2
Leases - Summary of Balances Related to Leases within Condensed Consolidated Statement of Cash Flow (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2022 | Oct. 01, 2021 | |
Cash flows from operating activities impact: | ||
Operating leases | $ 21,502 | $ 21,112 |
Interest payments on financing lease obligations | 753 | 1,738 |
Total cash flows from operating activities impact | 22,255 | 22,850 |
Cash flows from financing activities impact: | ||
Principal payments on financing lease obligations | 2,441 | 3,567 |
Total cash flows from financing activities impact | $ 2,441 | $ 3,567 |
Leases - Narrative (Details)
Leases - Narrative (Details) $ in Millions | Sep. 30, 2022 USD ($) lease_commitment |
Leases [Abstract] | |
Number of lease commitments not yet commenced | lease_commitment | 3 |
Lease commitments not yet commenced, lease term (in years) | 3 years |
Lease commitments not yet commenced, additional lease liability | $ | $ 3.8 |
Distribution Agreements, Net -
Distribution Agreements, Net - Narrative (Details) - Distribution agreements, net | 9 Months Ended |
Sep. 30, 2022 | |
Minimum | |
Finite-Lived Intangible Assets [Line Items] | |
Estimated useful life (in years) | 20 years |
Maximum | |
Finite-Lived Intangible Assets [Line Items] | |
Estimated useful life (in years) | 40 years |
Distribution Agreements, Net _2
Distribution Agreements, Net - Schedule of Distribution Agreements, Net (Details) - Distribution agreements, net - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 | Oct. 01, 2021 | Dec. 31, 2020 |
Finite-Lived Intangible Assets [Line Items] | ||||
Distribution agreements at cost | $ 990,191 | $ 960,042 | ||
Less: Accumulated amortization | 141,934 | 123,265 | ||
Total finite-lived intangible assets | $ 848,257 | $ 836,777 | $ 835,403 | $ 853,753 |
Distribution Agreements, Net _3
Distribution Agreements, Net - Reconciliation of Activity for Other Identifiable Intangible Assets Net (Details) - Distribution agreements, net - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2022 | Oct. 01, 2021 | |
Finite-lived Intangible Assets [Roll Forward] | ||
Beginning balance - distribution agreements, net | $ 836,777 | $ 853,753 |
BODYARMOR distribution rights | 30,149 | 14 |
Additional accumulated amortization | (18,669) | (18,364) |
Ending balance - distribution agreements, net | $ 848,257 | $ 835,403 |
Customer Lists, Net - Narrative
Customer Lists, Net - Narrative (Details) - Customer lists, net | 9 Months Ended |
Sep. 30, 2022 | |
Minimum | |
Finite-Lived Intangible Assets [Line Items] | |
Estimated useful life (in years) | 5 years |
Maximum | |
Finite-Lived Intangible Assets [Line Items] | |
Estimated useful life (in years) | 12 years |
Customer Lists, Net - Schedule
Customer Lists, Net - Schedule of Customer Lists, Net (Details) - Customer lists, net - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
Finite-Lived Intangible Assets [Line Items] | ||
Customer lists at cost | $ 25,288 | $ 25,288 |
Less: Accumulated amortization | 15,673 | 14,322 |
Total finite-lived intangible assets | $ 9,615 | $ 10,966 |
Other Accrued Liabilities (Deta
Other Accrued Liabilities (Details) - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
Payables and Accruals [Abstract] | ||
Accrued insurance costs | $ 53,074 | $ 51,645 |
Accrued marketing costs | 36,838 | 32,249 |
Employee and retiree benefit plan accruals | 33,306 | 32,007 |
Current portion of acquisition related contingent consideration | 33,186 | 51,518 |
Accrued taxes (other than income taxes) | 6,684 | 6,638 |
Current deferred proceeds from related parties | 3,064 | 3,064 |
Current portion of deferred payroll taxes under CARES Act | 0 | 18,739 |
All other accrued expenses | 41,098 | 30,909 |
Total other accrued liabilities | $ 207,250 | $ 226,769 |
Commodity Derivative Instrume_3
Commodity Derivative Instruments - Summary of Pre-Tax Changes in Fair Value (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Oct. 01, 2021 | Sep. 30, 2022 | Oct. 01, 2021 | |
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Total gain (loss) | $ (3,611) | $ 4,220 | $ (2,557) | $ 7,701 |
Commodity derivative instruments | Cost of sales | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Total gain (loss) | 1,100 | 3,794 | (5,069) | 6,210 |
Commodity derivative instruments | Selling, delivery and administrative expenses | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Total gain (loss) | $ (4,711) | $ 426 | $ 2,512 | $ 1,491 |
Commodity Derivative Instrume_4
Commodity Derivative Instruments - Summary of Fair Values and Classification in Condensed Consolidated Balance Sheets of Derivative Instruments (Details) - Commodity derivative instruments - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
Assets: | ||
Total assets | $ 5,782 | $ 7,714 |
Liabilities: | ||
Commodity derivative instruments | 625 | 0 |
Gross commodity derivative instrument assets | 6,631 | 9,200 |
Gross commodity derivative instrument liabilities | 1,474 | 1,486 |
Prepaid expenses and other current assets | ||
Assets: | ||
Total assets | 5,005 | 7,714 |
Other Assets | ||
Assets: | ||
Total assets | $ 777 | $ 0 |
Commodity Derivative Instrume_5
Commodity Derivative Instruments - Summary of Outstanding Commodity Derivative Instruments (Details) - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
Commodity derivative instruments | ||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Notional amount of outstanding commodity derivative instruments | $ 66,545 | $ 74,558 |
Fair Values of Financial Inst_3
Fair Values of Financial Instruments - Deferred Compensation Plan, Commodity Derivative Instruments, Debt and Acquisition Related Contingent Consideration (Details) - USD ($) $ in Thousands | Sep. 30, 2022 | Jul. 01, 2022 | Dec. 31, 2021 | Oct. 01, 2021 | Jul. 02, 2021 | Dec. 31, 2020 |
Commodity derivative instruments | ||||||
Assets: | ||||||
Commodity derivative instruments | $ 5,782 | $ 7,714 | ||||
Liabilities: | ||||||
Commodity derivative instruments | 625 | 0 | ||||
Fair Value Level 3 | ||||||
Liabilities: | ||||||
Acquisition related contingent consideration | 536,916 | $ 522,259 | 542,105 | $ 496,659 | $ 473,055 | $ 434,694 |
Carrying Amount | ||||||
Assets: | ||||||
Deferred compensation plan assets | 47,453 | 60,461 | ||||
Liabilities: | ||||||
Deferred compensation plan liabilities | 47,453 | 60,461 | ||||
Long-term debt | 598,778 | 723,443 | ||||
Acquisition related contingent consideration | 536,916 | 542,105 | ||||
Carrying Amount | Commodity derivative instruments | ||||||
Assets: | ||||||
Commodity derivative instruments | 5,782 | 7,714 | ||||
Liabilities: | ||||||
Commodity derivative instruments | 625 | |||||
Total Fair Value | ||||||
Assets: | ||||||
Deferred compensation plan assets | 47,453 | 60,461 | ||||
Liabilities: | ||||||
Deferred compensation plan liabilities | 47,453 | 60,461 | ||||
Long-term debt | 568,500 | 772,600 | ||||
Acquisition related contingent consideration | 536,916 | 542,105 | ||||
Total Fair Value | Commodity derivative instruments | ||||||
Assets: | ||||||
Commodity derivative instruments | 5,782 | 7,714 | ||||
Liabilities: | ||||||
Commodity derivative instruments | 625 | |||||
Total Fair Value | Fair Value Level 1 | ||||||
Assets: | ||||||
Deferred compensation plan assets | 47,453 | 60,461 | ||||
Liabilities: | ||||||
Deferred compensation plan liabilities | 47,453 | 60,461 | ||||
Long-term debt | 0 | 0 | ||||
Acquisition related contingent consideration | 0 | 0 | ||||
Total Fair Value | Fair Value Level 1 | Commodity derivative instruments | ||||||
Assets: | ||||||
Commodity derivative instruments | 0 | 0 | ||||
Liabilities: | ||||||
Commodity derivative instruments | 0 | |||||
Total Fair Value | Fair Value Level 2 | ||||||
Assets: | ||||||
Deferred compensation plan assets | 0 | 0 | ||||
Liabilities: | ||||||
Deferred compensation plan liabilities | 0 | 0 | ||||
Long-term debt | 568,500 | 772,600 | ||||
Acquisition related contingent consideration | 0 | 0 | ||||
Total Fair Value | Fair Value Level 2 | Commodity derivative instruments | ||||||
Assets: | ||||||
Commodity derivative instruments | 5,782 | 7,714 | ||||
Liabilities: | ||||||
Commodity derivative instruments | 625 | |||||
Total Fair Value | Fair Value Level 3 | ||||||
Assets: | ||||||
Deferred compensation plan assets | 0 | 0 | ||||
Liabilities: | ||||||
Deferred compensation plan liabilities | 0 | 0 | ||||
Long-term debt | 0 | 0 | ||||
Acquisition related contingent consideration | 536,916 | 542,105 | ||||
Total Fair Value | Fair Value Level 3 | Commodity derivative instruments | ||||||
Assets: | ||||||
Commodity derivative instruments | 0 | $ 0 | ||||
Liabilities: | ||||||
Commodity derivative instruments | $ 0 |
Fair Values of Financial Inst_4
Fair Values of Financial Instruments - Narrative (Details) $ in Millions | 9 Months Ended | |
Sep. 30, 2022 USD ($) | Oct. 01, 2021 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Amount payable annually under acquisition related contingent consideration arrangements, value, low | $ 35 | |
Amount payable annually under acquisition related contingent consideration arrangements, value, high | $ 75 | |
Fair Value Level 3 | Measurement Input, Discount Rate | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Acquisition related contingent consideration liability, measurement input percentage | 0.093 | 0.076 |
Distribution Assets | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Estimated useful life (in years) | 40 years |
Fair Values of Financial Inst_5
Fair Values of Financial Instruments - Summary of Acquisition Related Contingent Consideration Liability (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Oct. 01, 2021 | Sep. 30, 2022 | Oct. 01, 2021 | |
Business Combination, Contingent Consideration, Liability [Roll Forward] | ||||
Payments of acquisition related contingent consideration | $ (28,421) | $ (28,640) | ||
Increase in fair value | 21,132 | 90,905 | ||
Level 3 | ||||
Business Combination, Contingent Consideration, Liability [Roll Forward] | ||||
Beginning balance - Level 3 liability | $ 522,259 | $ 473,055 | 542,105 | 434,694 |
Payments of acquisition related contingent consideration | (9,711) | (8,720) | (28,421) | (28,640) |
Reclassification to current payables | 1,800 | (1,600) | 2,100 | (300) |
Increase in fair value | 22,568 | 33,924 | 21,132 | 90,905 |
Ending balance - Level 3 liability | $ 536,916 | $ 496,659 | $ 536,916 | $ 496,659 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2022 | Oct. 01, 2021 | Sep. 30, 2022 | Oct. 01, 2021 | Dec. 31, 2021 | |
Income Tax Disclosure [Abstract] | |||||
Effective income tax rate | 25.70% | 26.80% | |||
Income tax expense | $ 40,340 | $ 25,022 | $ 107,901 | $ 62,317 | |
Uncertain tax positions | 1,800 | 1,800 | $ 1,700 | ||
Uncertain tax positions that would affect tax rate | $ 1,800 | $ 1,800 | $ 1,700 |
Pension and Postretirement Be_3
Pension and Postretirement Benefit Obligations - Narrative (Details) - Pension Plans $ in Millions | 9 Months Ended |
Sep. 30, 2022 USD ($) benefit_plan | |
Defined Benefit Plan Disclosure [Line Items] | |
Number of company-sponsored pension plans | benefit_plan | 2 |
Employer contributions | $ 26 |
Employer contributions for the remainder of the year | $ 0 |
Pension and Postretirement Be_4
Pension and Postretirement Benefit Obligations - Components of Net Periodic Pension Cost (Details) - Pension Plans - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Oct. 01, 2021 | Sep. 30, 2022 | Oct. 01, 2021 | |
Defined Benefit Plan Disclosure [Line Items] | ||||
Service cost | $ 1,860 | $ 1,863 | $ 5,581 | $ 5,589 |
Interest cost | 2,659 | 2,452 | 7,977 | 7,360 |
Expected return on plan assets | (2,036) | (3,250) | (6,107) | (9,748) |
Recognized net actuarial loss | 989 | 1,219 | 2,966 | 3,654 |
Amortization of prior service cost | 0 | 1 | 0 | 2 |
Net periodic pension/postretirement benefit cost | $ 3,472 | $ 2,285 | $ 10,417 | $ 6,857 |
Pension and Postretirement Be_5
Pension and Postretirement Benefit Obligations - Components of Net Periodic Postretirement Benefit Cost (Details) - Postretirement Benefits - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Oct. 01, 2021 | Sep. 30, 2022 | Oct. 01, 2021 | |
Defined Benefit Plan Disclosure [Line Items] | ||||
Service cost | $ 383 | $ 403 | $ 1,150 | $ 1,209 |
Interest cost | 474 | 447 | 1,423 | 1,342 |
Recognized net actuarial loss | 92 | 186 | 275 | 557 |
Net periodic pension/postretirement benefit cost | $ 949 | $ 1,036 | $ 2,848 | $ 3,108 |
Other Liabilities (Details)
Other Liabilities (Details) - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
Other Liabilities Disclosure [Abstract] | ||
Noncurrent portion of acquisition related contingent consideration | $ 503,730 | $ 490,587 |
Accruals for executive benefit plans | 130,090 | 147,135 |
Noncurrent deferred proceeds from related parties | 104,006 | 106,304 |
Other | 12,988 | 14,584 |
Total other liabilities | $ 750,814 | $ 758,610 |
Long-Term Debt - Summary of Lon
Long-Term Debt - Summary of Long-Term Debt (Details) - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
Debt Instrument [Line Items] | ||
Debt issuance costs | $ (1,194) | $ (1,523) |
Total long-term debt | $ 598,778 | 723,443 |
3.28% Senior Notes 2/27/2023 | Non-public | Senior Notes | ||
Debt Instrument [Line Items] | ||
Interest Rate | 3.28% | |
Long-term debt, gross | $ 0 | 125,000 |
3.80% Senior Notes 11/25/2025 | Public | Senior Notes | ||
Debt Instrument [Line Items] | ||
Interest Rate | 3.80% | |
Long-term debt, gross | $ 350,000 | 350,000 |
Unamortized discount on senior bonds | (28) | (34) |
2021 Revolving Credit Facility | Revolving Credit Facility | Non-public | Line of Credit | ||
Debt Instrument [Line Items] | ||
Long-term debt, gross | $ 0 | 0 |
3.93% Senior Notes 10/10/2026 | Non-public | Senior Notes | ||
Debt Instrument [Line Items] | ||
Interest Rate | 3.93% | |
Long-term debt, gross | $ 100,000 | 100,000 |
3.96% Senior Notes 3/21/2030 | Non-public | Senior Notes | ||
Debt Instrument [Line Items] | ||
Interest Rate | 3.96% | |
Long-term debt, gross | $ 150,000 | $ 150,000 |
Long-Term Debt - Summary of Deb
Long-Term Debt - Summary of Debt, Footnotes (Details) | Sep. 30, 2022 |
3.80% Senior Notes 11/25/2025 | Public | Senior Notes | |
Debt Instrument [Line Items] | |
Senior notes, issued at par percentage | 99.975% |
Long-Term Debt - Narrative (Det
Long-Term Debt - Narrative (Details) | 9 Months Ended | |
Sep. 13, 2022 USD ($) | Sep. 30, 2022 USD ($) financial_covenant | |
Debt Instrument [Line Items] | ||
Number of financial covenants | financial_covenant | 2 | |
Debt issued by subsidiaries | $ 0 | |
Guarantees of company debt | $ 0 | |
3.28% Senior Notes 2/27/2023 | Non-public | Senior Notes | ||
Debt Instrument [Line Items] | ||
Principal extinguished | $ 125,000,000 |
Commitments and Contingencies -
Commitments and Contingencies - Narrative (Details) case in Millions, $ in Millions | 3 Months Ended | 9 Months Ended | ||
Apr. 01, 2022 USD ($) | Sep. 30, 2022 USD ($) case | Oct. 01, 2021 case | Dec. 31, 2021 USD ($) | |
Loss Contingencies [Line Items] | ||||
Letters of credit totaled | $ 37.6 | $ 37.6 | ||
Long-term marketing contractual arrangements | $ 132.7 | |||
Southeastern | ||||
Loss Contingencies [Line Items] | ||||
Purchase requirements of plastic bottles, percentage (at least) | 80% | |||
SAC | ||||
Loss Contingencies [Line Items] | ||||
Cases of finished product obligated to purchase on an annual basis | case | 17.5 | |||
Purchased number of cases, finished product from SAC | case | 20.1 | 21 | ||
Debt guarantee for related party | $ 9.5 | $ 9.5 | ||
Impairment of investment | $ 0 | $ 0 |
Commitments and Contingencies_2
Commitments and Contingencies - Summary of Company's Purchases from Manufacturing Cooperatives (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Oct. 01, 2021 | Sep. 30, 2022 | Oct. 01, 2021 | |
Loss Contingencies [Line Items] | ||||
Total purchases from manufacturing cooperatives | $ 88,943 | $ 73,284 | $ 258,139 | $ 218,667 |
Southeastern | ||||
Loss Contingencies [Line Items] | ||||
Total purchases from manufacturing cooperatives | 40,358 | 31,417 | 113,626 | 92,990 |
SAC | ||||
Loss Contingencies [Line Items] | ||||
Total purchases from manufacturing cooperatives | $ 48,585 | $ 41,867 | $ 144,513 | $ 125,677 |
Accumulated Other Comprehensi_3
Accumulated Other Comprehensive Income (Loss) - Summary of Accumulated Other Comprehensive (Loss) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2022 | Oct. 01, 2021 | Sep. 30, 2022 | Oct. 01, 2021 | Dec. 29, 2019 | |
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||||
Beginning Balance | $ 901,680 | $ 612,502 | $ 711,786 | $ 512,990 | |
Ending Balance | 1,018,913 | 680,140 | 1,018,913 | 680,140 | |
Fixed Rate Swap | Designated as Hedging Instrument | |||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||||
Notional amount of outstanding commodity derivative instruments | $ 100,000 | ||||
Reclassification of stranded tax effects | |||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||||
Beginning Balance | (19,720) | (19,720) | (19,720) | (19,720) | |
Pre-tax Activity | 0 | 0 | 0 | 0 | |
Tax Effect | 0 | 0 | 0 | 0 | |
Ending Balance | (19,720) | (19,720) | (19,720) | (19,720) | |
Total AOCI | |||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||||
Beginning Balance | (98,834) | (116,397) | (100,463) | (119,053) | |
Pre-tax Activity | 1,081 | 1,398 | 3,241 | 4,931 | |
Tax Effect | (266) | (347) | (797) | (1,224) | |
Ending Balance | (98,019) | (115,346) | (98,019) | (115,346) | |
Interest rate swap | |||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||||
Beginning Balance | (556) | ||||
Pre-tax Activity | 739 | ||||
Tax Effect | (183) | ||||
Ending Balance | 0 | 0 | |||
Foreign currency translation adjustment | |||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||||
Beginning Balance | (9) | 5 | (9) | 14 | |
Pre-tax Activity | 0 | (8) | 0 | (21) | |
Tax Effect | 0 | 2 | 0 | 6 | |
Ending Balance | (9) | (1) | (9) | (1) | |
Pension Plan | Actuarial loss | |||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||||
Beginning Balance | (77,391) | (92,018) | (78,882) | (93,847) | |
Pre-tax Activity | 989 | 1,219 | 2,966 | 3,654 | |
Tax Effect | (243) | (303) | (729) | (909) | |
Ending Balance | (76,645) | (91,102) | (76,645) | (91,102) | |
Pension Plan | Prior service credits | |||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||||
Beginning Balance | 11 | 9 | 11 | 8 | |
Pre-tax Activity | 0 | 1 | 0 | 2 | |
Tax Effect | 0 | 0 | 0 | 0 | |
Ending Balance | 11 | 10 | 11 | 10 | |
Postretirement Benefits | Actuarial loss | |||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||||
Beginning Balance | (1,101) | (4,049) | (1,239) | (4,328) | |
Pre-tax Activity | 92 | 186 | 275 | 557 | |
Tax Effect | (23) | (46) | (68) | (138) | |
Ending Balance | (1,032) | (3,909) | (1,032) | (3,909) | |
Postretirement Benefits | Prior service credits | |||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||||
Beginning Balance | (624) | (624) | (624) | (624) | |
Pre-tax Activity | 0 | 0 | 0 | 0 | |
Tax Effect | 0 | 0 | 0 | 0 | |
Ending Balance | $ (624) | $ (624) | $ (624) | $ (624) |
Accumulated Other Comprehensi_4
Accumulated Other Comprehensive Income (Loss) - Summary of Impact of Accumulated Other Comprehensive Income (Loss) on Statement of Operations (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Oct. 01, 2021 | Sep. 30, 2022 | Oct. 01, 2021 | |
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||
Cost of sales | $ 1,007,482 | $ 939,720 | $ 2,948,820 | $ 2,699,020 |
Selling, delivery and administrative expenses | 431,177 | 380,681 | 1,211,134 | 1,109,279 |
Subtotal pre-tax | (159,101) | (93,952) | (419,614) | (232,790) |
Income tax expense | (40,340) | (25,022) | (107,901) | (62,317) |
Total after tax effect | (118,761) | (68,930) | (311,713) | (170,473) |
Reclassification out of Accumulated Other Comprehensive Income | ||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||
Cost of sales | 303 | 461 | 925 | 1,372 |
Selling, delivery and administrative expenses | 778 | 937 | 2,316 | 3,559 |
Subtotal pre-tax | 1,081 | 1,398 | 3,241 | 4,931 |
Income tax expense | 266 | 347 | 797 | 1,224 |
Total after tax effect | 815 | 1,051 | 2,444 | 3,707 |
Reclassification out of Accumulated Other Comprehensive Income | Interest rate swap | ||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||
Cost of sales | 0 | |||
Selling, delivery and administrative expenses | 739 | |||
Subtotal pre-tax | 739 | |||
Income tax expense | 183 | |||
Total after tax effect | 556 | |||
Reclassification out of Accumulated Other Comprehensive Income | Foreign currency translation adjustment | ||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||
Cost of sales | 0 | 0 | ||
Selling, delivery and administrative expenses | (8) | (21) | ||
Subtotal pre-tax | (8) | (21) | ||
Income tax expense | (2) | (6) | ||
Total after tax effect | (6) | (15) | ||
Reclassification out of Accumulated Other Comprehensive Income | Pension Plan | Defined Benefit Plans | ||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||
Cost of sales | 265 | 364 | 809 | 1,068 |
Selling, delivery and administrative expenses | 724 | 856 | 2,157 | 2,588 |
Subtotal pre-tax | 989 | 1,220 | 2,966 | 3,656 |
Income tax expense | 243 | 303 | 729 | 909 |
Total after tax effect | 746 | 917 | 2,237 | 2,747 |
Reclassification out of Accumulated Other Comprehensive Income | Postretirement Benefits | Defined Benefit Plans | ||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||
Cost of sales | 38 | 97 | 116 | 304 |
Selling, delivery and administrative expenses | 54 | 89 | 159 | 253 |
Subtotal pre-tax | 92 | 186 | 275 | 557 |
Income tax expense | 23 | 46 | 68 | 138 |
Total after tax effect | $ 69 | $ 140 | $ 207 | $ 419 |
Supplemental Disclosures of C_3
Supplemental Disclosures of Cash Flow Information (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2022 | Oct. 01, 2021 | |
Supplemental Cash Flow Elements [Abstract] | ||
Accounts receivable, trade | $ (84,756) | $ (56,766) |
Allowance for doubtful accounts | (1,719) | (5,010) |
Accounts receivable from The Coca‑Cola Company | 10,992 | (9,120) |
Accounts receivable, other | (36,290) | 7,846 |
Inventories | (10,848) | (14,738) |
Prepaid expenses and other current assets | (13,891) | (10,006) |
Accounts payable, trade | 18,927 | 62,775 |
Accounts payable to The Coca‑Cola Company | 44,214 | 46,520 |
Other accrued liabilities | (780) | 27,699 |
Accrued compensation | 10,698 | 9,009 |
Accrued interest payable | 1,796 | 2,337 |
Change in current assets less current liabilities | $ (61,657) | $ 60,546 |