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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
______________________________________________________________________________________________
FORM 10-Q
______________________________________________________________________________________________
☒
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 29, 2024
or
☐
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from ___________ to ___________
Commission File Number: 0-9286
______________________________________________________________________________________________
COCA-COLA CONSOLIDATED, INC.
(Exact name of registrant as specified in its charter)
______________________________________________________________________________________________
Delaware
56-0950585
(State or other jurisdiction of
incorporation or organization)
(I.R.S. Employer
Identification No.)
4100 Coca‑Cola Plaza

Charlotte, NC
28211
(Address of principal executive offices)
(Zip Code)
Registrant’s telephone number, including area code: (980) 392-8298
______________________________________________________________________________________________
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Common Stock, par value $1.00 per share
Trading Symbol(s)
COKE
Name of each exchange on which registered
The Nasdaq Global Select Market
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes  ☒ No  ☐
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes  ☒ No  ☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer☒Accelerated filer☐
Non-accelerated filer☐Smaller reporting company☐
Emerging growth company☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes  ☐ No  ☒
As of April 19, 2024, there were 8,368,993 shares of the registrant’s Common Stock, par value $1.00 per share, and 1,004,696 shares of the registrant’s Class B Common Stock, par value $1.00 per share, outstanding.


COCA‑COLA CONSOLIDATED, INC.
QUARTERLY REPORT ON FORM 10-Q
FOR THE QUARTERLY PERIOD ENDED MARCH 29, 2024

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PART I - FINANCIAL INFORMATION
Item 1.    Financial Statements.
COCA‑COLA CONSOLIDATED, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)

First Quarter
(in thousands, except per share data)20242023
Net sales$1,591,626 $1,571,642 
Cost of sales951,067 947,536 
Gross profit640,559 624,106 
Selling, delivery and administrative expenses425,153 418,052 
Income from operations215,406 206,054 
Interest (income) expense, net(2,716)2,929 
Mark-to-market on acquisition related contingent consideration(5,541)41,654 
Other expense, net828 2,269 
Income before taxes222,835 159,202 
Income tax expense57,094 41,075 
Net income$165,741 $118,127 
Basic net income per share:
Common Stock$17.68 $12.60 
Weighted average number of Common Stock shares outstanding8,369 8,369 
Class B Common Stock$17.68 $12.60 
Weighted average number of Class B Common Stock shares outstanding1,005 1,005 
Diluted net income per share:
Common Stock$17.66 $12.57 
Weighted average number of Common Stock shares outstanding – assuming dilution9,387 9,395 
Class B Common Stock$17.46 $12.51 
Weighted average number of Class B Common Stock shares outstanding – assuming dilution1,018 1,026 
Cash dividends per share:
Common Stock$16.50 $3.50 
Class B Common Stock$16.50 $3.50 















See accompanying notes to condensed consolidated financial statements.
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COCA‑COLA CONSOLIDATED, INC.
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(Unaudited)

First Quarter
(in thousands)20242023
Net income$165,741 $118,127 
Other comprehensive (loss) income, net of tax:
Defined benefit plans reclassification including pension costs:
Actuarial gain— 735 
Prior service credits3 3 
Postretirement benefits reclassification including benefit costs:
Actuarial gain20 — 
Unrealized loss on short-term investments(176)— 
Other comprehensive (loss) income, net of tax(153)738 
Comprehensive income$165,588 $118,865 







































See accompanying notes to condensed consolidated financial statements.
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COCA‑COLA CONSOLIDATED, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(Unaudited)
(in thousands, except share data)March 29, 2024December 31, 2023
ASSETS
Current Assets:
Cash and cash equivalents$401,260 $635,269 
Short-term investments183,639 — 
Accounts receivable, trade568,014 555,933 
Allowance for doubtful accounts(16,575)(16,060)
Accounts receivable from The Coca‑Cola Company60,740 51,936 
Accounts receivable, other67,096 67,533 
Inventories361,086 321,932 
Prepaid expenses and other current assets89,593 88,585 
Total current assets1,714,853 1,705,128 
Property, plant and equipment, net1,321,681 1,320,563 
Right-of-use assets - operating leases116,129 122,708 
Leased property under financing leases, net4,373 4,785 
Other assets156,140 145,213 
Goodwill165,903 165,903 
Distribution agreements, net810,920 817,143 
Customer lists, net7,093 7,499 
Total assets$4,297,092 $4,288,942 
LIABILITIES AND EQUITY
Current Liabilities:
Current portion of obligations under operating leases$25,085 $26,194 
Current portion of obligations under financing leases2,536 2,487 
Accounts payable, trade346,999 383,562 
Accounts payable to The Coca‑Cola Company206,494 139,499 
Other accrued liabilities254,465 237,994 
Accrued compensation82,297 146,932 
Dividends payable— 154,666 
Total current liabilities917,876 1,091,334 
Deferred income taxes185,001 128,435 
Pension and postretirement benefit obligations60,779 60,614 
Other liabilities831,596 866,499 
Noncurrent portion of obligations under operating leases96,979 102,271 
Noncurrent portion of obligations under financing leases4,382 5,032 
Long-term debt599,293 599,159 
Total liabilities2,695,906 2,853,344 
Commitments and Contingencies
Equity:
Common Stock, $1.00 par value: 30,000,000 shares authorized; 11,431,367 shares issued
11,431 11,431 
Class B Common Stock, $1.00 par value: 10,000,000 shares authorized; 1,632,810 shares issued
1,633 1,633 
Additional paid-in capital135,953 135,953 
Retained earnings1,517,852 1,352,111 
Accumulated other comprehensive loss(4,429)(4,276)
Treasury stock, at cost:  Common Stock – 3,062,374 shares
(60,845)(60,845)
Treasury stock, at cost:  Class B Common Stock – 628,114 shares
(409)(409)
Total equity1,601,186 1,435,598 
Total liabilities and equity$4,297,092 $4,288,942 

See accompanying notes to condensed consolidated financial statements.
3

COCA‑COLA CONSOLIDATED, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)

First Quarter
(in thousands)20242023
Cash Flows from Operating Activities:
Net income$165,741 $118,127 
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization expense from property, plant and equipment and financing leases40,888 37,601 
Amortization of intangible assets and deferred proceeds, net5,863 5,908 
Deferred income taxes56,616 40,743 
Fair value adjustment of acquisition related contingent consideration(5,541)41,654 
Loss on sale of property, plant and equipment670 2,389 
Amortization of debt costs251 246 
Change in current assets less current liabilities(44,257)(49,538)
Change in other noncurrent assets(781)(1,430)
Change in other noncurrent liabilities(25,177)(11,006)
Total adjustments28,532 66,567 
Net cash provided by operating activities$194,273 $184,694 
Cash Flows from Investing Activities:
Purchases of short-term investments$(183,806)$— 
Additions to property, plant and equipment(77,040)(52,700)
Investment in equity method investees(3,632)— 
Proceeds from the disposal of short-term investments1,116 — 
Proceeds from the sale of property, plant and equipment100 158 
Net cash used in investing activities$(263,262)$(52,542)
Cash Flows from Financing Activities:
Cash dividends paid$(154,666)$(32,808)
Payments of acquisition related contingent consideration(9,700)(6,499)
Payments on financing lease obligations(601)(558)
Debt issuance fees(53)(154)
Net cash used in financing activities$(165,020)$(40,019)
Net (decrease) increase in cash during period$(234,009)$92,133 
Cash at beginning of period635,269 197,648 
Cash at end of period$401,260 $289,781 
Significant non-cash investing and financing activities:
Additions to property, plant and equipment accrued and recorded in accounts payable, trade$24,310 $18,112 
Right-of-use assets obtained in exchange for operating lease obligations74 723 










See accompanying notes to condensed consolidated financial statements.
4

COCA‑COLA CONSOLIDATED, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY
(Unaudited)

(in thousands, except per share data)Common
Stock		Class B
Common
Stock		Additional
Paid-in
Capital		Retained
Earnings		Accumulated
Other
Comprehensive
Loss		Treasury
Stock - Common
Stock		Treasury Stock - Class B Common StockTotal
Equity
Balance on December 31, 2023$11,431 $1,633 $135,953 $1,352,111 $(4,276)$(60,845)$(409)$1,435,598 
Net income— — — 165,741 — — — 165,741 
Other comprehensive loss, net of tax— — — — (153)— — (153)
Dividends declared:
Common Stock ($0.00 per share)
— — — — — — — — 
Class B Common Stock ($0.00 per share)
— — — — — — — — 
Balance on March 29, 2024$11,431 $1,633 $135,953 $1,517,852 $(4,429)$(60,845)$(409)$1,601,186 
(in thousands, except per share data)Common
Stock		Class B
Common
Stock		Additional
Paid-in
Capital		Retained
Earnings		Accumulated
Other
Comprehensive
Loss		Treasury
Stock - Common
Stock		Treasury Stock - Class B Common StockTotal
Equity
Balance on December 31, 2022$11,431 $1,633 $135,953 $1,112,462 $(84,837)$(60,845)$(409)$1,115,388 
Net income— — — 118,127 — — — 118,127 
Other comprehensive income, net of tax— — — — 738 — — 738 
Dividends declared:
Common Stock ($0.00 per share)
— — — — — — — — 
Class B Common Stock ($0.00 per share)
— — — — — — — — 
Balance on March 31, 2023$11,431 $1,633 $135,953 $1,230,589 $(84,099)$(60,845)$(409)$1,234,253 



























See accompanying notes to condensed consolidated financial statements.
5

COCA‑COLA CONSOLIDATED, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)

1.    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 (collectively referred to herein as 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 March 29, 2024 and December 31, 2023.
•The results of operations, comprehensive income and changes in stockholders’ equity for the three-month periods ended March 29, 2024 (the “first quarter” of fiscal 2024 (“2024”)) and March 31, 2023 (the “first quarter” of fiscal 2023 (“2023”)).
•The changes in cash flows for the first quarter of 2024 and the first quarter of 2023.

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 2023 filed with the United States Securities and Exchange Commission.

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 2023 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 that 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. See Note 6 for discussion related to the Company’s new short-term investments during the first quarter of 2024.

Recently Issued Accounting Pronouncements

In November 2023, the Financial Accounting Standards Board (the “FASB”) issued Accounting Standards Update (“ASU”) 2023-07, “Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures,” which requires additional disclosure of significant segment expenses included in the reported measure of segment profit or loss and regularly provided to the Chief Operating Decision Maker (the “CODM”). It also requires disclosure and a description of the composition of other amounts by reportable segment, disclosure of a reportable segment’s profit or loss and assets currently required by Topic 280 in interim periods and disclosure of the CODM’s title and process for assessing a reportable segment’s profit or loss. The new guidance is effective for fiscal years beginning after December 15, 2023, including interim periods within those fiscal years beginning after December 15, 2024. The Company has evaluated the impact ASU 2023-07 will have on its consolidated financial statements and does not expect a material impact upon adoption.

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In December 2023, the FASB issued ASU 2023-09, “Income Taxes (Topic 740): Improvements to Income Tax Disclosures,” which requires disclosure of specific categories in the rate reconciliation, including additional information for reconciling items that meet a quantitative threshold, and specific disaggregation of income taxes paid and tax expense. The amendment is effective for annual periods beginning after December 15, 2024. The Company has evaluated the impact ASU 2023-09 will have on its consolidated financial statements and does not expect a material impact upon adoption.

2.    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 the Company’s soft drink products, either concentrate or syrup, are manufactured.

As of March 29, 2024, J. Frank Harrison, III, Chairman of the Board of Directors and Chief Executive Officer of the Company, controlled 1,004,394 shares of the Company’s Class B Common Stock, which represented approximately 71% of the total voting power of the Company’s outstanding Common Stock and Class B Common Stock on a consolidated basis.

As of March 29, 2024, 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 certain relatives of the late J. Frank Harrison, Jr. have agreed to vote the shares of the Company’s Common Stock and Class B 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:

First Quarter
(in thousands)20242023
Payments made by the Company to The Coca-Cola Company(1)
$457,244 $469,527 
Payments made by The Coca-Cola Company to the Company55,398 47,439 

(1)This excludes acquisition related sub-bottling payments made by the Company to CCR (as defined below), a wholly owned subsidiary of The Coca‑Cola Company.

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 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 acquisition related sub-bottling payments to CCR on a continuing basis in exchange for the grant of exclusive
7

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 acquisition related 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 to CCR were $9.7 million in the first quarter of 2024 and $6.5 million in the first quarter of 2023. 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)March 29, 2024December 31, 2023
Current portion of acquisition related contingent consideration$71,671 $64,528 
Noncurrent portion of acquisition related contingent consideration577,925 604,809 
Total acquisition related contingent consideration$649,596 $669,337 

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 $21.4 million as of March 29, 2024 and $20.9 million as of December 31, 2023.

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 $19.1 million as of March 29, 2024 and $17.2 million as of December 31, 2023.

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 $2.3 million in the first quarter of 2024 and $2.2 million in the first quarter of 2023.

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 $21.1 million on March 29, 2024 and $14.3 million on December 31, 2023, 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.

CONA Services LLC (“CONA”)

Along with certain other Coca‑Cola bottlers, the Company is a member of CONA, an entity formed 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 $22.9 million as of March 29, 2024 and $22.1 million as of December 31, 2023.

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 $5.7 million in the first quarter of 2024 and $6.4 million in the first quarter of 2023.

8

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 $21.7 million on March 29, 2024 and $22.5 million on December 31, 2023. Rental payments for this lease were $1.0 million in both the first quarter of 2024 and the first quarter of 2023.

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 selling, delivery and administrative expenses in the condensed consolidated statements of operations, was $2.0 million in both the first quarter of 2024 and the first quarter of 2023.

3.    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 98% of the Company’s net sales in both the first quarter of 2024 and the first quarter of 2023.

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.

9

The following table represents a disaggregation of revenue from contracts with customers:

First Quarter
(in thousands)20242023
Point in time net sales:
Nonalcoholic Beverages - point in time$1,561,145 $1,533,288 
Total point in time net sales$1,561,145 $1,533,288 
Over time net sales:
Nonalcoholic Beverages - over time$13,567 $12,124 
All Other - over time16,914 26,230 
Total over time net sales$30,481 $38,354 
Total net sales$1,591,626 $1,571,642 

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 $4.8 million as of March 29, 2024 and $4.5 million as of December 31, 2023.

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 quarter of 2024 and the first quarter of 2023:

First Quarter
(in thousands)20242023
Beginning balance - allowance for credit losses$11,560 $13,119 
Additions charged to expenses and as a reduction to net sales725 1,631 
Deductions(510)(744)
Ending balance - allowance for credit losses$11,775 $14,006 

4.    Segments

The Company evaluates segment reporting in accordance with FASB Accounting Standards Codification Topic 280, Segment Reporting, each reporting period, including evaluating the reporting package reviewed by 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:

First Quarter
(in thousands)20242023
Net sales:
Nonalcoholic Beverages$1,574,712 $1,545,412 
All Other88,102 92,376 
Eliminations(1)
(71,188)(66,146)
Consolidated net sales$1,591,626 $1,571,642 

(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.
10

First Quarter
(in thousands)20242023
Income from operations:
Nonalcoholic Beverages$212,142 $209,779 
All Other3,264 (3,725)
Consolidated income from operations$215,406 $206,054 
Depreciation and amortization:
Nonalcoholic Beverages$43,098 $40,564 
All Other3,653 2,945 
Consolidated depreciation and amortization$46,751 $43,509 

5.    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:

First Quarter
(in thousands, except per share data)20242023
Numerator for basic and diluted net income per Common Stock and Class B Common Stock share:
Net income$165,741 $118,127 
Less dividends:
Common Stock138,088 29,291 
Class B Common Stock16,578 3,517 
Total undistributed earnings$11,075 $85,319 
Common Stock undistributed earnings – basic$9,888 $76,172 
Class B Common Stock undistributed earnings – basic1,187 9,147 
Total undistributed earnings – basic$11,075 $85,319 
Common Stock undistributed earnings – diluted$9,874 $76,002 
Class B Common Stock undistributed earnings – diluted1,201 9,317 
Total undistributed earnings – diluted$11,075 $85,319 
Numerator for basic net income per Common Stock share:
Dividends on Common Stock$138,088 $29,291 
Common Stock undistributed earnings – basic9,888 76,172 
Numerator for basic net income per Common Stock share$147,976 $105,463 
Numerator for basic net income per Class B Common Stock share:
Dividends on Class B Common Stock$16,578 $3,517 
Class B Common Stock undistributed earnings – basic1,187 9,147 
Numerator for basic net income per Class B Common Stock share$17,765 $12,664 
Numerator for diluted net income per Common Stock share:
Dividends on Common Stock$138,088 $29,291 
Dividends on Class B Common Stock assumed converted to Common Stock16,578 3,517 
Common Stock undistributed earnings – diluted11,075 85,319 
Numerator for diluted net income per Common Stock share$165,741 $118,127 
Numerator for diluted net income per Class B Common Stock share:
Dividends on Class B Common Stock$16,578 $3,517 
Class B Common Stock undistributed earnings – diluted1,201 9,317 
Numerator for diluted net income per Class B Common Stock share$17,779 $12,834 
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First Quarter
(in thousands, except per share data)20242023
Denominator for basic net income per Common Stock and Class B Common Stock share:
Common Stock weighted average shares outstanding – basic8,369 8,369 
Class B Common Stock weighted average shares outstanding – basic1,005 1,005 
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)9,387 9,395 
Class B Common Stock weighted average shares outstanding – diluted1,018 1,026 
Basic net income per share:
Common Stock$17.68 $12.60 
Class B Common Stock$17.68 $12.60 
Diluted net income per share:
Common Stock$17.66 $12.57 
Class B Common Stock$17.46 $12.51 

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 unvested performance shares relative to the Long-Term Performance Equity Plan. For periods presented during which the Company has net loss, the unvested performance 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 unvested performance 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 unvested performance shares for any periods presented.

6.Short-Term Investments

Short-term investments that the Company has the positive intent and ability to hold to maturity are carried at amortized cost and classified as held-to-maturity. Short-term investments that are not classified as held-to-maturity are carried at fair value and classified as available-for-sale. As of March 29, 2024, all of the Company’s short-term investments were classified as available-for-sale. As of December 31, 2023, the Company did not have any short-term investments. Realized gains and losses on available-for-sale investments are included in net income. Unrealized gains and losses, net of tax, on available-for-sale investments are included in the condensed consolidated balance sheet as a component of accumulated other comprehensive income (loss).

As of March 29, 2024, the Company’s available-for-sale investments consisted of the following cost, unrealized positions and estimated fair value, disaggregated by class of instrument:

 Gross Unrealized
(in thousands)CostGainsLossesEstimated Fair Value
U.S. Treasury securities$115,297 $4 $(176)$115,125 
Corporate bonds62,128 1 (53)62,076 
Commercial paper instruments3,482 — (2)3,480 
Asset-backed securities2,964 — (6)2,958 
Total short-term investments$183,871 $5 $(237)$183,639 
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As of March 29, 2024, all of the Company’s available-for-sale investments were classified as short-term investments in the condensed consolidated balance sheet and had weighted average maturities of less than one year. The Company did not identify any other-than-temporary impairment on its available-for-sale investments during the first quarter of 2024.

The sale and/or maturity of available-for-sale investments resulted in the following realized activity during the first quarter of 2024:

First Quarter
(in thousands)2024
Gross realized gains$— 
Gross realized losses— 
Proceeds1,116 

There was no realized activity during the first quarter of 2023, as the Company did not have any short-term investments during that period.

7.    Inventories

Inventories consisted of the following:

(in thousands)March 29, 2024December 31, 2023
Finished products$246,307 $207,912 
Manufacturing materials72,239 71,560 
Plastic shells, plastic pallets and other inventories42,540 42,460 
Total inventories$361,086 $321,932 

8.    Prepaid Expenses and Other Current Assets

Prepaid expenses and other current assets consisted of the following:

(in thousands)March 29, 2024December 31, 2023
Repair parts$31,317 $35,256 
Prepaid software9,774 9,427 
Prepaid taxes9,195 9,020 
Prepaid marketing5,462 4,703 
Commodity hedges at fair market value2,548 3,747 
Other prepaid expenses and other current assets31,297 26,432 
Total prepaid expenses and other current assets$89,593 $88,585 

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9.    Property, Plant and Equipment, Net

The principal categories and estimated useful lives of property, plant and equipment, net were as follows:

(in thousands)March 29, 2024December 31, 2023Estimated Useful Lives
Land$99,858 $99,858 
Buildings391,483 390,852 
8-50 years
Machinery and equipment509,406 498,737 
5-20 years
Transportation equipment621,175 611,001 
3-20 years
Furniture and fixtures106,204 107,072 
3-10 years
Cold drink dispensing equipment451,490 449,508 
3-17 years
Leasehold and land improvements178,805 179,146 
5-20 years
Software for internal use49,611 49,611 
3-10 years
Construction in progress104,612 95,623 
Total property, plant and equipment, at cost2,512,644 2,481,408 
Less:  Accumulated depreciation and amortization1,190,963 1,160,845 
Property, plant and equipment, net$1,321,681 $1,320,563 

10.    Leases

Following is a summary of the weighted average remaining lease term and the weighted average discount rate for the Company’s leases:

March 29, 2024December 31, 2023
Weighted average remaining lease term:
Operating leases6.6 years6.7 years
Financing leases3.3 years3.5 years
Weighted average discount rate:
Operating leases3.9 %3.8 %
Financing leases5.2 %5.2 %

Following is a summary of the Company’s leases within the condensed consolidated statements of operations:

First Quarter
(in thousands)20242023
Operating lease costs$7,789 $8,273 
Short-term and variable leases3,030 3,765 
Depreciation expense from financing leases412 411 
Interest expense on financing lease obligations92 121 
Total lease cost$11,323 $12,570 

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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 March 29, 2024:

(in thousands)Operating LeasesFinancing Leases
Remainder of 2024$22,330 $2,114 
202524,341 2,869 
202621,115 1,233 
202718,614 338 
202813,890 345 
Thereafter39,045 620 
Total minimum lease payments including interest$139,335 $7,519 
Less:  Amounts representing interest17,271 601 
Present value of minimum lease principal payments122,064 6,918 
Less:  Current portion of lease liabilities25,085 2,536 
Noncurrent portion of lease liabilities$96,979 $4,382 

Following is a summary of future minimum lease payments for all noncancelable operating leases and financing leases as of December 31, 2023:

(in thousands)Operating LeasesFinancing Leases
2024$29,932 $2,808 
202524,329 2,869 
202621,115 1,233 
202718,614 338 
202813,890 345 
Thereafter39,022 620 
Total minimum lease payments including interest$146,902 $8,213 
Less:  Amounts representing interest18,437 694 
Present value of minimum lease principal payments128,465 7,519 
Less:  Current portion of lease liabilities26,194 2,487 
Noncurrent portion of lease liabilities$102,271 $5,032 

Following is a summary of the Company’s leases within the condensed consolidated statements of cash flows:

First Quarter
(in thousands)20242023
Cash flows from operating activities impact:
Operating leases$7,612 $8,028 
Interest payments on financing lease obligations92 121 
Total cash flows from operating activities impact$7,704 $8,149 
Cash flows from financing activities impact:
Principal payments on financing lease obligations$601 $558 
Total cash flows from financing activities impact$601 $558 

11.    Distribution Agreements, Net

Distribution agreements, net, which are amortized on a straight-line basis and have estimated useful lives of 20 to 40 years, consisted of the following:

(in thousands)March 29, 2024December 31, 2023
Distribution agreements at cost$990,191 $990,191 
Less: Accumulated amortization179,271 173,048 
Distribution agreements, net$810,920 $817,143 

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12.    Customer Lists, Net

Customer lists, net, which are amortized on a straight-line basis and have estimated useful lives of five to 12 years, consisted of the following:

(in thousands)March 29, 2024December 31, 2023
Customer lists at cost$25,288 $25,288 
Less: Accumulated amortization18,195 17,789 
Customer lists, net$7,093 $7,499 

13.    Supply Chain Finance Program

The Company has an agreement with a third-party financial institution to facilitate a supply chain finance (“SCF”) program, which allows qualifying suppliers to sell their receivables from the Company to the financial institution. The participating suppliers negotiate their outstanding receivable arrangements and associated fees directly with the financial institution, and the Company is not party to those agreements. Once a qualifying supplier elects to participate in the SCF program and reaches an agreement with the financial institution, the supplier elects which individual Company invoices it sells to the financial institution. The supplier invoices that have been confirmed as valid under the SCF program require payment in full by the financial institution to the supplier by the original maturity date of the invoice, or discounted payment at an earlier date as agreed upon with the supplier. The Company’s obligations to its suppliers, including amounts due and scheduled payment terms, are not impacted by a supplier’s participation in the SCF program.

All outstanding amounts related to suppliers participating in the SCF program are recorded in accounts payable, trade in the condensed consolidated balance sheets, and associated payments are included in operating activities in the condensed consolidated statements of cash flows. The Company’s outstanding confirmed obligations included in accounts payable, trade in the condensed consolidated balance sheets were $50.2 million as of March 29, 2024 and $55.1 million as of December 31, 2023.

14.    Other Accrued Liabilities

Other accrued liabilities consisted of the following:

(in thousands)March 29, 2024December 31, 2023
Current portion of acquisition related contingent consideration$71,671 $64,528 
Accrued insurance costs59,385 54,040 
Accrued marketing costs51,760 55,799 
Employee and retiree benefit plan accruals32,440 34,203 
Accrued taxes (other than income taxes)8,733 7,474 
Accrued interest payable5,842 2,520 
All other accrued expenses24,634 19,430 
Total other accrued liabilities$254,465 $237,994 

15.    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 quarterly 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
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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:

First Quarter
(in thousands)20242023
Cost of sales$(1,156)$(395)
Selling, delivery and administrative expenses(43)(2,690)
Total loss$(1,199)$(3,085)

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)March 29, 2024December 31, 2023
Prepaid expenses and other current assets$2,548 $3,747 
Total assets$2,548 $3,747 

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)March 29, 2024December 31, 2023
Gross commodity derivative instrument assets$2,548 $3,747 
Gross commodity derivative instrument liabilities— — 

The following table summarizes the Company’s outstanding commodity derivative instruments:

(in thousands)March 29, 2024December 31, 2023
Notional amount of outstanding commodity derivative instruments$52,923 $50,187 
Latest maturity date of outstanding commodity derivative instrumentsDecember 2024December 2024

16.    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.

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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 InstrumentFair Value
Level		Methods and Assumptions
Deferred compensation plan assets and liabilitiesLevel 1The 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.
Short-term investmentsLevel 1The fair values of the Company’s Level 1 short-term investments, which are U.S. Treasury securities, corporate bonds and asset-backed securities, are based on the quoted market prices of those securities which are actively traded on national exchanges.
Short-term investmentsLevel 2The fair values of the Company’s Level 2 short-term investments, which are commercial paper instruments, are based on estimated current market prices and have readily determinable fair market values.
Commodity derivative instrumentsLevel 2The 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 debtLevel 2The 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 considerationLevel 3The 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, short-term investments, commodity derivative instruments, long‑term debt and acquisition related contingent consideration:

March 29, 2024
(in thousands)Carrying
Amount		Total
Fair Value		Fair Value
Level 1		Fair Value
Level 2		Fair Value
Level 3
Assets:
Deferred compensation plan assets$73,132 $73,132 $73,132 $— $— 
Short-term investments183,639 183,639 180,159 3,480 — 
Commodity derivative instruments2,548 2,548 — 2,548 — 
Liabilities:
Deferred compensation plan liabilities73,132 73,132 73,132 — — 
Long-term debt599,293 580,800 — 580,800 — 
Acquisition related contingent consideration649,596 649,596 — — 649,596 

December 31, 2023
(in thousands)Carrying
Amount		Total
Fair Value		Fair Value
Level 1		Fair Value
Level 2		Fair Value
Level 3
Assets:
Deferred compensation plan assets$64,769 $64,769 $64,769 $— $— 
Commodity derivative instruments3,747 3,747 — 3,747 — 
Liabilities:
Deferred compensation plan liabilities64,769 64,769 64,769 — — 
Long-term debt599,159 579,000 — 579,000 — 
Acquisition related contingent consideration669,337 669,337 — — 669,337 

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
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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 related distribution assets acquired in each distribution territory, 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:

First Quarter
(in thousands)20242023
Beginning balance - Level 3 liability$669,337 $541,491 
Payments of acquisition related contingent consideration(9,700)(6,499)
Reclassification to current payables(4,500)(200)
(Decrease) increase in fair value(5,541)41,654 
Ending balance - Level 3 liability$649,596 $576,446 

As of March 29, 2024 and March 31, 2023, a WACC of 8.9% and 8.7%, respectively, was utilized in the valuation of the Company’s acquisition related contingent consideration liability. The decrease in the fair value of the acquisition related contingent consideration liability in the first quarter of 2024 was primarily driven by an increase in the WACC used to calculate the fair value of the liability, partially offset by higher projections of future cash flows in the distribution territories subject to acquisition related sub-bottling payments. This fair value adjustment was recorded in mark-to-market on acquisition related contingent consideration in the condensed consolidated statement of operations for the first quarter of 2024.

For the next five future years, the Company anticipates that the amount it could pay annually under the acquisition related contingent consideration arrangements for the distribution territories subject to acquisition related sub-bottling payments will be in the range of approximately $50 million to $70 million.

17.    Income Taxes

The Company’s effective income tax rate was 25.6% for the first quarter of 2024 and 25.8% for the first quarter of 2023. The Company’s income tax expense was $57.1 million for the first quarter of 2024 and $41.1 million for the first quarter of 2023. The increase in income tax expense was primarily attributable to higher income before taxes during the first quarter of 2024 compared to the first quarter of 2023.

The Company had uncertain tax positions, including accrued interest, of $0.4 million on both March 29, 2024 and December 31, 2023, 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 2020 remain open to examination by the Internal Revenue Service, and various tax years beginning in year 2000 remain open to examination by certain state tax jurisdictions due to loss carryforwards.

18.    Pension and Postretirement Benefit Obligations

Pension Plans

The Company has historically sponsored two 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 Primary Plan was terminated during 2023, as discussed below. 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.
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During the second quarter of 2023, the Company began recognizing the termination of the Primary Plan. The Company recognized settlement expense of $112.8 million during the final three quarters of 2023 in conjunction with the full settlement of the Primary Plan benefit liabilities. This settlement expense related primarily to the reclassification of the gross actuarial losses associated with the Primary Plan out of accumulated other comprehensive loss and was recorded as pension plan settlement expense in the consolidated statement of operations for 2023. See Note 22 for additional information related to the impact on accumulated other comprehensive loss of the Primary Plan termination during 2023.

The components of net periodic pension cost related to the Bargaining Plan during the first quarter of 2024 and both the Bargaining Plan and the Primary Plan during the first quarter of 2023 were as follows:

First Quarter
(in thousands)20242023
Service cost$1,091 $1,099 
Interest cost589 3,508 
Expected return on plan assets(763)(2,914)
Recognized net actuarial loss— 973 
Amortization of prior service cost4 4 
Net periodic pension cost$921 $2,670 

Contributions to the Bargaining Plan are based on actuarially determined amounts and are limited to the amounts currently deductible for income tax purposes. The Company did not make any contributions to the Bargaining Plan during the first quarter of 2024. The Company does not expect cash contributions to the Bargaining Plan to exceed $2 million during 2024.

Postretirement Benefits

The Company provides postretirement benefits for employees meeting specified qualifying 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:

First Quarter
(in thousands)20242023
Service cost$310 $294 
Interest cost781 698 
Recognized net actuarial loss26 — 
Net periodic postretirement benefit cost$1,117 $992 

19.    Other Liabilities

Other liabilities consisted of the following:

(in thousands)March 29, 2024December 31, 2023
Noncurrent portion of acquisition related contingent consideration$577,925 $604,809 
Accruals for executive benefit plans146,814 153,428 
Noncurrent deferred proceeds from related parties99,410 100,176 
Other7,447 8,086 
Total other liabilities$831,596 $866,499 

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20.    Long-Term Debt

Following is a summary of the Company’s long-term debt:

(in thousands)Maturity
Date		Interest
Rate		Interest
Paid		Public/
Nonpublic		March 29,
2024		December 31,
2023
Senior bonds(1)
11/25/20253.80%Semi-annuallyPublic$350,000 $350,000 
Revolving credit facility(2)
7/9/2026VariableVariesNonpublic— — 
Senior notes10/10/20263.93%QuarterlyNonpublic100,000 100,000 
Senior notes3/21/20303.96%QuarterlyNonpublic150,000 150,000 
Unamortized discount on senior bonds(1)
11/25/2025(15)(17)
Debt issuance costs(692)(824)
Total long-term debt$599,293 $599,159 

(1)The senior bonds due in 2025 were issued at 99.975% of par.
(2)The Company’s revolving credit facility has an aggregate maximum borrowing capacity of $500 million. The Company currently believes all banks participating in the revolving credit facility have the ability to and will meet any funding requests from the Company.

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.

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 March 29, 2024. 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.

21.    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 6.1 million cases and 6.2 million cases of finished product from SAC in the first quarter of 2024 and the first quarter of 2023, respectively.

The following table summarizes the Company’s purchases from these manufacturing cooperatives:

First Quarter
(in thousands)20242023
Purchases from Southeastern$36,964 $42,827 
Purchases from SAC50,556 49,605 
Total purchases from manufacturing cooperatives$87,520 $92,432 

The Company guarantees a portion of SAC’s debt, which matures in 2028, based on the ratio of SAC’s total liabilities to SAC’s shareholders’ equity as of December 31 of each year. As of March 29, 2024 and December 31, 2023, the amount of the Company’s guarantee of SAC’s debt was $0 and $9.5 million, respectively. 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 relating to the Company’s guarantee.

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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 March 29, 2024, and there was no impairment identified in 2023.

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 March 29, 2024 and December 31, 2023.

The Company participates in long-term marketing contractual arrangements with certain prestige properties, athletic venues and other locations. As of March 29, 2024, the future payments related to these contractual arrangements, which expire at various dates through 2033, amounted to $135.1 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.

22.    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 unrealized gains/losses on the Company’s short-term investments.

Following is a summary of AOCI(L) for the first quarter of 2024 and the first quarter of 2023:

(in thousands)December 31, 2023Pre-tax ActivityTax EffectMarch 29, 2024
Net pension activity:
Actuarial gain$533 $— $— $533 
Prior service costs(97)4 (1)(94)
Net postretirement benefits activity:
Actuarial gain721 26 (6)741 
Prior service costs(624)— — (624)
Unrealized loss on short-term investments— (232)56 (176)
Reclassification of stranded tax effects(4,809)— — (4,809)
Total AOCI(L)$(4,276)$(202)$49 $(4,429)

As of December 31, 2023 and March 29, 2024, there were no gross actuarial losses or prior service costs included in accumulated other comprehensive loss associated with the Primary Plan. The Primary Plan settlement, which was completed during 2023, is reflected within the beginning balances above. All pension activity during 2024 was related to the Bargaining Plan.

(in thousands)December 31, 2022Pre-tax ActivityTax EffectMarch 31, 2023
Net pension activity:
Actuarial loss$(71,140)$973 $(238)$(70,405)
Prior service costs(105)4 (1)(102)
Net postretirement benefits activity:
Actuarial gain6,752 — — 6,752 
Prior service costs(624)— — (624)
Reclassification of stranded tax effects(19,720)— — (19,720)
Total AOCI(L)$(84,837)$977 $(239)$(84,099)

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23.    Supplemental Disclosures of Cash Flow Information

Changes in current assets and current liabilities affecting cash were as follows:

First Quarter
(in thousands)20242023
Short-term investments$(1,181)$— 
Accounts receivable, trade(12,081)(23,038)
Allowance for doubtful accounts515 887 
Accounts receivable from The Coca‑Cola Company(8,804)(10,807)
Accounts receivable, other437 1,058 
Inventories(39,154)10,232 
Prepaid expenses and other current assets(1,008)5,975 
Accounts payable, trade(1,812)(15,636)
Accounts payable to The Coca‑Cola Company66,995 26,521 
Other accrued liabilities16,471 6,445 
Accrued compensation(64,635)(51,175)
Change in current assets less current liabilities$(44,257)$(49,538)

24.    Subsequent Events

On May 6, 2024, the Company announced that it intends to purchase up to $3.1 billion in value of its Common Stock through both a modified “Dutch auction” tender offer (the “Tender Offer”) for up to $2.0 billion of its Common Stock and a separate share purchase agreement (the “Purchase Agreement”) with a subsidiary of The Coca‑Cola Company. The Company intends to fund the Tender Offer and repurchase of shares under the Purchase Agreement with a combination of new funded debt and cash on hand.
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Item 2.    Management’s Discussion and Analysis of Financial Condition and Results of Operations.

The following Management’s Discussion and Analysis of Financial Condition and Results of Operations of Coca‑Cola Consolidated, Inc., a Delaware corporation (together with its majority-owned subsidiaries, the “Company,” “we,” “us” or “our”), is intended to help the reader understand our financial condition and results of operations and is provided as an addition to, and should be read in conjunction with, our condensed consolidated financial statements and the accompanying notes to the condensed consolidated financial statements. The condensed consolidated financial statements include the accounts and the consolidated operations of the Company and its majority-owned subsidiaries. All comparisons are to the corresponding period in the prior year unless specified otherwise.

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 March 29, 2024 and December 31, 2023.
•The results of operations, comprehensive income and changes in stockholders’ equity for the three-month periods ended March 29, 2024 (the “first quarter” of fiscal 2024 (“2024”)) and March 31, 2023 (the “first quarter” of fiscal 2023 (“2023”)).
•The changes in cash flows for the first quarter of 2024 and the first quarter of 2023.

Our Business and the Nonalcoholic Beverage Industry

We distribute, market and manufacture nonalcoholic beverages in territories spanning 14 states and the District of Columbia. The Company was incorporated in 1980 and, together with its predecessors, has been in the nonalcoholic beverage manufacturing and distribution business since 1902. We are the largest Coca‑Cola bottler in the United States. Approximately 85% of our total bottle/can sales volume to retail customers consists of products of The Coca‑Cola Company, which include some of the most recognized and popular beverage brands in the world. We also distribute products for several other beverage companies, including Keurig Dr Pepper Inc. (“Dr Pepper”) and Monster Energy Company. Our Purpose is to honor God in all we do, to serve others, to pursue excellence and to grow profitably. Our Common Stock is traded on The Nasdaq Global Select Market under the symbol “COKE.”

We offer a range of nonalcoholic beverage products and flavors, including both sparkling and still beverages, designed to meet the demands of our consumers. Sparkling beverages are carbonated beverages and the Company’s principal sparkling beverage is Coca‑Cola. Still beverages include energy products and noncarbonated beverages such as bottled water, ready-to-drink tea, ready-to-drink coffee, enhanced water, juices and sports drinks.

Our 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. 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.

The Company’s products are sold and distributed in the United States through various channels, which include selling directly to customers, including grocery stores, mass merchandise stores, club stores, convenience stores and drug stores, selling to on-premise locations, where products are typically consumed immediately, such as restaurants, schools, amusement parks and recreational facilities, and selling through other channels such as vending machine outlets.

The nonalcoholic beverage industry is highly competitive for both sparkling and still beverages. Our competitors include bottlers and distributors of nationally and regionally advertised and marketed products, as well as bottlers and distributors of private label beverages. Our principal competitors include local bottlers of PepsiCo, Inc. products and, in some regions, local bottlers of Dr Pepper products.

The principal methods of competition in the nonalcoholic beverage industry are new brand and product introductions, point-of-sale merchandising, new vending and dispensing equipment, packaging changes, pricing, sales promotions, product quality, retail space management, customer service, frequency of distribution and advertising. We believe we are competitive in our territories with respect to these methods of competition.

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Business seasonality results primarily from higher unit sales of the Company’s products in the second and third quarters of the fiscal year, as sales of our products are typically correlated with warmer weather. We believe that we and other manufacturers from whom we purchase finished products have adequate production capacity to meet sales demand for sparkling and still beverages during these peak periods. Sales volume can also be impacted by weather conditions. Fixed costs, such as depreciation expense, are not significantly impacted by business seasonality.

Executive Summary

Net sales increased 1% to $1.6 billion in the first quarter of 2024. Sparkling and Still net sales increased 3.4% and 0.4%, respectively, compared to the first quarter of 2023. Net sales growth was driven by our annual price increase that took effect during the quarter.

Standard physical case volume was down 0.4%, which was attributable to an extra selling day in the first quarter of 2023. Comparable standard physical case volume, as defined in the “Comparable and Adjusted Results (Non-GAAP)” section, increased 0.7% versus the first quarter of 2023. Comparable Sparkling category volume grew 2.0% with strong performance of multi-serve packages sold in larger retail stores. The Sparkling category also benefited from Easter holiday sales activity shifting into the first quarter of 2024. Comparable Still category volume declined 3.1% during the first quarter of 2024.

Gross profit in the first quarter of 2024 was $640.6 million, an increase of $16.5 million, or 3%. Gross margin improved 50 basis points to 40.2%. Pricing actions taken during the first quarter, stable commodity prices and higher Sparkling sales contributed to the overall improvement in gross margin.

Selling, delivery and administrative (“SD&A”) expenses in the first quarter of 2024 increased $7.1 million, or 2%. SD&A expenses as a percentage of net sales increased 10 basis points to 26.7% in the first quarter of 2024. The increase in SD&A expenses as compared to the first quarter of 2023 was primarily driven by an increase in labor costs related to annual wage adjustments.

Income from operations in the first quarter of 2024 was $215.4 million, compared to $206.1 million in the first quarter of 2023, an increase of 5%. Operating margin for the first quarter of 2024 was 13.5% as compared to 13.1% for the first quarter of 2023, an increase of 40 basis points.

Net income in the first quarter of 2024 was $165.7 million, compared to $118.1 million in the first quarter of 2023, an improvement of $47.6 million. On an adjusted basis, as defined in the “Comparable and Adjusted Results (Non-GAAP)” section, net income in the first quarter of 2024 was $162.5 million, compared to $151.8 million in the first quarter of 2023, an increase of $10.7 million. Income tax expense for the first quarter of 2024 was $57.1 million, compared to $41.1 million in the first quarter of 2023. The effective income tax rate for the first quarter of 2024 was 25.6%, compared to 25.8% for the first quarter of 2023.

Cash flows provided by operations for the first quarter of 2024 were $194.3 million, compared to $184.7 million for the first quarter of 2023. Cash flows from operations reflected our strong operating performance during the first quarter of 2024. In the first quarter of 2024, we invested $77 million in capital expenditures as we continue to enhance our supply chain and invest for future growth. For the full year of 2024, we expect our capital expenditures to be between $300 million and $350 million. During the first quarter of 2024, we made dividend payments of $155 million, which included a special dividend payment of $150 million.

Areas of Emphasis

Key priorities for the Company include executing our commercial strategy, executing our revenue management strategy, optimizing our supply chain, generating cash flow, determining the optimal route to market and creating a digitally enabled selling platform.

Commercial Execution: Our success is dependent on our ability to execute our commercial strategy within our customers’ stores. Our ability to obtain shelf space within stores and remain in-stock across our portfolio of brands and packages in a profitable manner will have a significant impact on our results. We are focused on execution at every step in our supply chain, including raw material and finished product procurement, manufacturing conversion, transportation, warehousing and distribution, to ensure in-store execution can occur. We continue to invest in tools and technology to enable our teammates to operate more effectively and efficiently with our customers and to drive long-term value in our business.

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Revenue Management: Our revenue management strategy focuses on pricing our brands and packages optimally within product categories and channels, creating effective working relationships with our customers and making disciplined fact-based decisions. Pricing decisions are made considering a variety of factors, including brand strength, competitive environment, input costs, the roles certain brands play in our product portfolio and other market conditions.

Supply Chain Optimization: We are continually focused on optimizing our supply chain, which includes identifying nearby warehousing and distribution operations that can be consolidated into new facilities to increase capacity, expand production capabilities, reduce overall production costs and add automation to allow the Company to better serve its customers and consumers. The Company undertook significant capital expenditures to optimize our supply chain and to invest for future growth during 2023, and expects to continue to make significant investments during 2024. Over the past five years, the Company has made capital expenditures of approximately $200 million related to fleet, $125 million related to automation and $470 million related to supply chain improvements.

Cash Flow Generation: We have several initiatives in place to optimize cash flow, improve profitability and prudently manage capital expenditures. We believe strengthening our balance sheet gives us the flexibility to make optimal capital allocation decisions for long-term value creation.

Optimal Route to Market: We are focused on implementing optimal methods of distribution of our products within our territory. Our typical direct store delivery method uses Company-owned vehicles and warehouses, but we are increasingly using alternative methods of distribution. For example, in instances of post-mix delivery for use in fountain machines, we have shifted our delivery method towards alternative distributors in order to enhance customer service and profitability. In instances of bottle/can delivery, we are shifting certain products for certain customers and channels of business to alternative routes to market. These alternative routes to market include third-party distributors, the manufacturer of the product or the customer’s supply chain infrastructure. These bottle/can arrangements generally come with favorable commercial terms for the Company. During the first quarter of 2024, more than half of our post-mix gallons and less than 10% of our bottle/can volume was delivered through alternative routes to market.

Digitally Enabled Selling Platform: Through our investment in CONA Services LLC, we, along with other Coca-Cola bottlers, are building a digitally enabled selling platform called MyCoke 360 that we believe will enable us to better serve our customers. This platform will enable a more seamless order and payment platform for certain customers and we expect this platform will enable us to enhance customer service and create more selling opportunities for our teammates. This platform is targeted to certain on-premise and small store customers.

Results of Operations

First Quarter Results

The Company’s results of operations for the first quarter of 2024 and the first quarter of 2023 are highlighted in the table below and discussed in the following paragraphs.

First Quarter
(in thousands)20242023Change
Net sales$1,591,626 $1,571,642 $19,984 
Cost of sales951,067 947,536 3,531 
Gross profit640,559 624,106 16,453 
Selling, delivery and administrative expenses425,153 418,052 7,101 
Income from operations215,406 206,054 9,352 
Interest (income) expense, net(2,716)2,929 (5,645)
Mark-to-market on acquisition related contingent consideration(5,541)41,654 (47,195)
Other expense, net828 2,269 (1,441)
Income before taxes222,835 159,202 63,633 
Income tax expense57,094 41,075 16,019 
Net income165,741 118,127 47,614 
Other comprehensive (loss) income, net of tax(153)738 (891)
Comprehensive income
$165,588 $118,865 $46,723 

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Net Sales

Net sales increased $20.0 million, or 1.3%, to $1.59 billion in the first quarter of 2024, as compared to $1.57 billion in the first quarter of 2023. The largest driver of the increase in net sales was higher average bottle/can sales price per unit charged to retail customers, which increased net sales by approximately $40 million. The increase in net sales was partially offset by a decline in external freight revenue, which decreased net sales by approximately $10 million. The increase in net sales was also partially offset by lower case sales volume as compared to the first quarter of 2023, which decreased net sales by approximately $5 million. The first quarter of 2024 included one less selling day compared to the first quarter of 2023.

Net sales by product category were as follows:

First Quarter
(in thousands)20242023% Change
Bottle/can sales:
Sparkling beverages$951,992 $920,562 3.4 %
Still beverages511,642 509,628 0.4 %
Total bottle/can sales1,463,634 1,430,190 2.3 %
Other sales:
Sales to other Coca‑Cola bottlers78,703 86,445 (9.0)%
Post-mix sales and other49,289 55,007 (10.4)%
Total other sales127,992 141,452 (9.5)%
Total net sales$1,591,626 $1,571,642 1.3 %

The decline in post-mix sales and other in the first quarter of 2024 as compared to the first quarter of 2023 was related to a shift in how we deliver post-mix products to our customers. The Company has shifted to a broader use of alternative distributors, rather than Company-owned vehicles and warehouses, to deliver post-mix products to customers in our territory. We receive a fee from a vendor on these post-mix gallons delivered to locally managed customers in our territory, which is recorded as a reduction to cost of sales. This transition has occurred over the past several years but accelerated in 2023 and is expected to continue to be more prevalent throughout 2024. More than half of the post-mix gallons sold to local customers in our franchise territory in the first quarter of 2024 were delivered using these alternative distribution methods.

Product category sales volume of standard physical cases (as defined below) and the percentage change by product category were as follows:

First Quarter
(in thousands)20242023% Change
Bottle/can sales volume:
Sparkling beverages61,785 61,250 0.9 %
Still beverages20,326 21,220 (4.2)%
Total bottle/can sales volume82,111 82,470 (0.4)%

A standard physical case is a volume metric used to standardize differing package configurations in order to measure delivered cases on an equivalent basis. As the Company evaluates its volume metrics, it reassesses the way in which physical case volume is measured, which may lead to differences from previously presented results in order to conform with current period standard volume measurement techniques, as used by management. Additionally, as the Company introduces new products, it reassesses the category assigned to its products at the SKU level, therefore categorization could differ from previously presented results in order to conform with current period categorization. Any differences are not material.

The bottle/can sales volume above represents volume that is delivered directly to our customer outlets using Company-owned vehicles and warehouses. In order to serve our customers in the most efficient way, as well as in response to customer demands, the Company has, in certain circumstances, shifted the delivery of our products to third-party distributors, the manufacturer of the product or the customer’s supply chain infrastructure, rather than through Company-owned vehicles and warehouses.

As a result of not physically delivering the product, the sales volume delivered using these alternative methods of distribution is not reflected in our volume metrics. However, because we have the exclusive distribution rights for nonalcoholic beverages within
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our franchise territory, we receive fees for the delivery of qualified product in our territory. These fees are reported in net sales. Changes in the delivery of our products to our customers has impacted, and will continue to impact, our reported volume and net sales. This transition has occurred over the past several years but accelerated in 2023 and is expected to continue to be more prevalent throughout 2024. Less than 10% of the bottle/can volume sold in our franchise territory in the first quarter of 2024 was delivered using these alternative routes to market.

The following table summarizes the percentage of the Company’s total bottle/can sales volume to its largest customers, as well as the percentage of the Company’s total net sales that such volume represents:

First Quarter
20242023
Approximate percent of the Company’s total bottle/can sales volume:
Wal-Mart Stores, Inc.21 %21 %
The Kroger Company15 %11 %
Total approximate percent of the Company’s total bottle/can sales volume36 %32 %
Approximate percent of the Company’s total net sales:
Wal-Mart Stores, Inc.17 %16 %
The Kroger Company12 %9 %
Total approximate percent of the Company’s total net sales29 %25 %

Cost of Sales

Inputs representing a substantial portion of the Company’s cost of sales include: (i) purchases of finished products, (ii) raw material costs, including aluminum cans, plastic bottles, carbon dioxide and sweetener, (iii) concentrate costs and (iv) manufacturing costs, including labor, overhead and warehouse costs. In addition, cost of sales includes shipping, handling and fuel costs related to the movement of finished products from manufacturing plants to distribution centers, amortization expense of distribution rights, distribution fees of certain products and marketing credits and post-mix funding from brand companies. Raw material costs, excluding concentrate, represent approximately 20% of total cost of sales on an annual basis.

Cost of sales increased $3.5 million, or 0.4%, to $951.1 million in the first quarter of 2024, as compared to $947.5 million in the first quarter of 2023. The increase in cost of sales was driven by higher input costs, including concentrate and manufacturing costs, which increased cost of sales by approximately $35 million. The increase in cost of sales was partially offset by lower case sales volume as compared to the first quarter of 2023, which decreased cost of sales by approximately $20 million. The increase in cost of sales was also partially offset by a decline in external freight volume, which decreased cost of sales by approximately $15 million.

The Company relies extensively on advertising and sales promotions in the marketing of its products. The Coca‑Cola Company and other beverage companies that supply concentrates, syrups and finished products to the Company make substantial marketing and advertising expenditures, including national advertising programs, to develop their brand identities and to promote sales in the Company’s territories. Certain of these marketing and advertising expenditures are made pursuant to annual arrangements. Total marketing funding support from The Coca‑Cola Company and other beverage companies, which includes both direct payments to the Company and payments to customers for marketing programs, was $45.3 million in the first quarter of 2024 and $37.0 million in the first quarter of 2023.

Selling, Delivery and Administrative Expenses

SD&A expenses include the following: sales management labor costs, distribution costs resulting from transporting finished products from distribution centers to customer locations, distribution center overhead including depreciation expense, distribution center warehousing costs, delivery vehicles and cold drink equipment, point-of-sale expenses, advertising expenses, cold drink equipment repair costs, amortization of intangible assets and administrative support labor and operating costs. Labor costs represent approximately 60% of total SD&A expenses on an annual basis.

SD&A expenses increased $7.1 million, or 1.7%, to $425.2 million in the first quarter of 2024, as compared to $418.1 million in the first quarter of 2023. SD&A expenses as a percentage of net sales increased to 26.7% in the first quarter of 2024 from 26.6% in the first quarter of 2023. The increase in SD&A expenses was primarily driven by an increase in labor costs related to annual wage adjustments.

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Shipping and handling costs included in SD&A expenses were $193.0 million in the first quarter of 2024 and $193.2 million in the first quarter of 2023.

Interest (Income) Expense, Net

Interest (income) expense, net changed $5.6 million, or 192.7%, to $2.7 million of interest income, net in the first quarter of 2024, as compared to $2.9 million of interest expense, net in the first quarter of 2023. The change in interest (income) expense, net was primarily a result of an increase in interest income due to higher cash, cash equivalent and short-term investment balances and increased yields as compared to the first quarter of 2023.

Mark-to-Market on Acquisition Related Contingent Consideration

Mark-to-market on acquisition related contingent consideration was a decrease of $5.5 million in the first quarter of 2024 as compared to an increase of $41.7 million in the first quarter of 2023, a change of $47.2 million.

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. The fair value is determined by discounting future expected acquisition related sub-bottling payments required under the Company’s comprehensive beverage agreements, which extend through the life of the related distribution assets acquired in each distribution territory, using the Company’s estimated weighted average cost of capital (“WACC”), which is impacted by many factors, including long-term interest rates and future cash flow projections. The life of these distribution assets is generally 40 years. The Company is required to pay the current portion of the acquisition related sub-bottling payments on a quarterly basis.

The change in the fair value of the acquisition related contingent consideration liability in the first quarter of 2024 as compared to the first quarter of 2023 was primarily driven by changes in the WACC used to calculate the fair value of the liability.

Other Expense, Net

Other expense, net decreased $1.4 million to $0.8 million in the first quarter of 2024, as compared to $2.3 million in the first quarter of 2023. The decrease in other expense, net was primarily driven by changes in the actuarial assumptions related to our pension and postretirement plan liabilities.

Income Tax Expense

The Company’s effective income tax rate was 25.6% for the first quarter of 2024 and 25.8% for the first quarter of 2023. The Company’s income tax expense increased $16.0 million, or 39.0%, to $57.1 million for the first quarter of 2024, as compared to $41.1 million for the first quarter of 2023. The increase in income tax expense was primarily attributable to higher income before taxes during the first quarter of 2024 compared to the first quarter of 2023.

Other Comprehensive (Loss) Income, Net of Tax

Other comprehensive (loss) income, net of tax was $0.2 million of other comprehensive loss in the first quarter of 2024 and $0.7 million of other comprehensive income in the first quarter of 2023.

Segment Operating Results

The 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.”

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The Company’s segment results are as follows:

First Quarter
(in thousands)20242023
Net sales:
Nonalcoholic Beverages$1,574,712 $1,545,412 
All Other88,102 92,376 
Eliminations(1)
(71,188)(66,146)
Consolidated net sales$1,591,626 $1,571,642 
Income from operations:
Nonalcoholic Beverages$212,142 $209,779 
All Other3,264 (3,725)
Consolidated income from operations$215,406 $206,054 

(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.

Comparable and Adjusted Results (Non-GAAP)

The Company reports its financial results in accordance with accounting principles generally accepted in the United States (“GAAP”). However, management believes that certain non-GAAP financial measures provide users of the financial statements with additional, meaningful financial information that should be considered, in addition to the measures reported in accordance with GAAP, when assessing the Company’s ongoing performance. Management also uses these non-GAAP financial measures in making financial, operating and planning decisions and in evaluating the Company’s performance. Non-GAAP financial measures should be viewed in addition to, and not as an alternative for, the Company’s reported results prepared in accordance with GAAP. The Company’s non-GAAP financial information does not represent a comprehensive basis of accounting.

The tables below reconcile reported results (GAAP) to comparable and adjusted results (non-GAAP). Results for the first quarter of 2023 include one additional selling day compared to the first quarter of 2024. For comparison purposes, the estimated impact of the additional selling day in the first quarter of 2023 has been excluded from our comparable volume results.

 First Quarter 
(in thousands)20242023Change
Standard physical case volume82,111 82,470 (0.4)%
Volume related to extra day in fiscal period— (923)
Comparable standard physical case volume82,111 81,547 0.7 %

First Quarter 2024
(in thousands, except per share data)Gross profitSD&A expensesIncome from operationsIncome before taxesNet incomeBasic net income per share
Reported results (GAAP)$640,559 $425,153 $215,406 $222,835 $165,741 $17.68 
Fair value adjustment of acquisition related contingent consideration(1)
— — — (5,541)(4,172)(0.45)
Fair value adjustments for commodity derivative instruments(2)
1,156 (43)1,199 1,199 903 0.10 
Total reconciling items1,156 (43)1,199 (4,342)(3,269)(0.35)
Adjusted results (non-GAAP)$641,715 $425,110 $216,605 $218,493 $162,472 $17.33 

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First Quarter 2023
(in thousands, except per share data)Gross profitSD&A expensesIncome from operationsIncome before taxesNet incomeBasic net income per share
Reported results (GAAP)$624,106 $418,052 $206,054 $159,202 $118,127 $12.60 
Fair value adjustment of acquisition related contingent consideration(1)
— — — 41,654 31,361 3.35 
Fair value adjustments for commodity derivative instruments(2)
395 (2,690)3,085 3,085 2,323 0.25 
Total reconciling items395 (2,690)3,085 44,739 33,684 3.60 
Adjusted results (non-GAAP)$624,501 $415,362 $209,139 $203,941 $151,811 $16.20 

Following is an explanation of non-GAAP adjustments:

(1)This non-cash, fair value adjustment of acquisition related contingent consideration fluctuates based on factors such as long-term interest rates and future cash flow projections of the distribution territories subject to acquisition related sub-bottling payments.
(2)The Company enters into commodity derivative instruments from time to time to hedge some or all of its projected purchases of aluminum, PET resin, diesel fuel and unleaded gasoline in order to mitigate commodity price risk. The Company accounts for its commodity derivative instruments on a mark-to-market basis.

Financial Condition

Total assets were $4.30 billion as of March 29, 2024, which was an increase of $8.2 million from December 31, 2023. Net working capital, defined as current assets less current liabilities, was $797.0 million as of March 29, 2024, which was an increase of $183.2 million from December 31, 2023.

Significant changes in net working capital as of March 29, 2024 as compared to December 31, 2023 were as follows:

•A decrease in cash and cash equivalents of $234.0 million, primarily as a result of the purchase of short-term investments of approximately $184 million and dividend payments of approximately $155 million, partially offset by our strong operating performance.
•An increase in short-term investments of $183.6 million, due to the purchase of new short-term investments during the first quarter of 2024.
•An increase in inventories of $39.2 million, primarily due to seasonal builds of inventory.
•A decrease in accounts payable, trade of $36.6 million, primarily due to the timing of cash payments.
•An increase in accounts payable to The Coca-Cola Company of $67.0 million, primarily due to the timing of cash payments.
•A decrease in accrued compensation of $64.6 million, primarily as a result of the timing of bonus and incentive payments in the first quarter of 2024.
•A decrease in dividends payable of $154.7 million, primarily related to the payment of a special cash dividend during the first quarter of 2024.

Liquidity and Capital Resources

The Company’s sources of capital include cash flows from operations, available credit facilities and the issuance of debt and equity securities. As of March 29, 2024, the Company had $401.3 million in cash and cash equivalents. The Company’s cash equivalent balance consisted predominantly of investments in money market funds and U.S. Treasury securities with maturities of 90 days or less. As of March 29, 2024, the Company had $183.6 million in short-term investments, which consisted primarily of U.S. Treasury securities and investment-grade corporate bonds with maturities of one year or less. The Company has obtained its long-term debt from public markets, private placements and bank facilities. Management believes the Company has sufficient sources of capital available to finance its business plan, to meet its working capital requirements and to maintain an appropriate level of capital spending for at least the next 12 months from the issuance of the condensed consolidated financial statements.

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The Company’s long-term debt as of March 29, 2024 and December 31, 2023 was as follows:

(in thousands)Maturity DateMarch 29, 2024December 31, 2023
Senior bonds and unamortized discount on senior bonds(1)
11/25/2025$349,985 $349,983 
Revolving credit facility(2)
7/9/2026— — 
Senior notes10/10/2026100,000 100,000 
Senior notes3/21/2030150,000 150,000 
Debt issuance costs(692)(824)
Total long-term debt$599,293 $599,159 

(1)The senior bonds due in 2025 were issued at 99.975% of par.
(2)The Company’s revolving credit facility has an aggregate maximum borrowing capacity of $500 million. The Company currently believes all banks participating in the revolving credit facility have the ability to and will meet any funding requests from the Company.

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 March 29, 2024. 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.

The Company’s credit ratings are reviewed periodically by certain nationally recognized rating agencies. Changes in the Company’s operating results or financial position could result in changes in the Company’s credit ratings. Lower credit ratings could result in higher borrowing costs for the Company or reduced access to capital markets, which could have a material adverse impact on the Company’s operating results or financial position. As of March 29, 2024, the Company’s credit ratings and outlook for its long-term debt were as follows:

Credit RatingRating Outlook
Moody’sBaa1Stable
Standard & Poor’sBBB+Stable

The Company’s Board of Directors has declared, and the Company has paid, dividends on the Common Stock and the Class B Common Stock and each class of common stock has participated equally in all dividends each quarter for more than 30 years. The amount and frequency of future dividends will be determined by the Company’s Board of Directors in light of the earnings and financial condition of the Company at such time, and no assurance can be given that dividends will be declared or paid in the future.

On May 6, 2024, the Company announced that it intends to purchase up to $3.1 billion in value of its Common Stock through both a modified “Dutch auction” tender offer (the “Tender Offer”) for up to $2.0 billion of its Common Stock and a separate share purchase agreement (the “Purchase Agreement”) with a subsidiary of The Coca‑Cola Company. The Company intends to fund the Tender Offer and repurchase of shares under the Purchase Agreement with a combination of new funded debt and cash on hand.

We review supplier terms and conditions on an ongoing basis, and have negotiated payment term extensions in recent years in connection with our efforts to improve cash flow and working capital. Separate from those term extension actions, the Company has an agreement with a third-party financial institution to facilitate a supply chain finance (“SCF”) program, which allows qualifying suppliers to sell their receivables from the Company to the financial institution in order to negotiate shorter payment terms on outstanding receivable arrangements. The Company’s obligations to its suppliers, including amounts due and scheduled payment terms, are not impacted by a supplier’s participation in the SCF program. See Note 13 to the condensed consolidated financial statements for additional information related to the Company’s SCF program.

32

The Company’s only Level 3 asset or liability is the acquisition related contingent consideration liability. There were no transfers from Level 1 or Level 2 in any period presented. Fair value adjustments were non-cash and, therefore, did not impact the Company’s liquidity or capital resources. Following is a summary of the Level 3 activity:

First Quarter
(in thousands)20242023
Beginning balance - Level 3 liability$669,337 $541,491 
Payments of acquisition related contingent consideration(9,700)(6,499)
Reclassification to current payables(4,500)(200)
(Decrease) increase in fair value(5,541)41,654 
Ending balance - Level 3 liability$649,596 $576,446 

Cash Sources and Uses

A summary of cash-based activity is as follows:

First Quarter
(in thousands)20242023
Cash Sources:
Net cash provided by operating activities(1)
$194,273 $184,694 
Proceeds from the disposal of short-term investments1,116 — 
Proceeds from the sale of property, plant and equipment100 158 
Total cash sources$195,489 $184,852 
Cash Uses:
Purchases of short-term investments$183,806 $— 
Cash dividends paid154,666 32,808 
Additions to property, plant and equipment77,040 52,700 
Payments of acquisition related contingent consideration9,700 6,499 
Investment in equity method investees3,632 — 
Payments on financing lease obligations601 558 
Debt issuance fees53 154 
Total cash uses$429,498 $92,719 
Net (decrease) increase in cash during period$(234,009)$92,133 

(1)Net cash provided by operating activities included net income tax payments of $2.7 million in the first quarter of 2024 and $1.1 million in the first quarter of 2023.

Cash Flows From Operating Activities

During the first quarter of 2024, cash provided by operating activities was $194.3 million, which was an increase of $9.6 million as compared to the first quarter of 2023. The increase was primarily a result of our strong operating performance during the first quarter of 2024.

Cash Flows From Investing Activities

During the first quarter of 2024, cash used in investing activities was $263.3 million, which was an increase of $210.7 million as compared to the first quarter of 2023. The increase was primarily a result of the purchase of short-term investments of approximately $184 million during the first quarter of 2024, as well as additions to property, plant and equipment, which were approximately $77 million during the first quarter of 2024 and approximately $53 million during the first quarter of 2023. There were $24.3 million and $18.1 million of additions to property, plant and equipment accrued in accounts payable, trade as of March 29, 2024 and March 31, 2023, respectively.

The additions to property, plant and equipment reflect the Company’s focus on optimizing its supply chain and investing for future growth. The Company anticipates additions to property, plant and equipment in 2024 to be in the range of approximately $300 million to $350 million. Over the next five years, the Company anticipates additions to property, plant and equipment to be in the range of approximately $250 million to $300 million.
33


Cash Flows From Financing Activities

During the first quarter of 2024, cash used in financing activities was $165.0 million, which was an increase of $125.0 million as compared to the first quarter of 2023. The increase was primarily a result of dividend payments of approximately $155 million during the first quarter of 2024 (which included a special cash dividend of $16.00 per share), as compared to dividend payments of approximately $33 million during the first quarter of 2023 (which included a special cash dividend of $3.00 per share).

The Company had cash payments for acquisition related contingent consideration of $9.7 million during the first quarter of 2024 and $6.5 million during the first quarter of 2023. For the next five future years, the Company anticipates that the amount it could pay annually under the acquisition related contingent consideration arrangements for the distribution territories subject to acquisition related sub-bottling payments will be in the range of approximately $50 million to $70 million.

Hedging Activities

The Company uses commodity derivative instruments to manage its exposure to fluctuations in certain commodity prices. Fees paid by the Company for commodity derivative instruments are amortized over the corresponding period of the instrument. The Company accounts for its commodity derivative instruments on a mark-to-market basis with any expense or income being reflected as an adjustment to cost of sales or SD&A expenses, consistent with the expense classification of the underlying hedged item.

The Company uses several different financial institutions for commodity derivative instruments to minimize the concentration of credit risk. The Company has master agreements with the counterparties to its commodity derivative instruments that provide for net settlement of derivative transactions. The net impact of the commodity derivative instruments on the condensed consolidated statements of operations was as follows:

First Quarter
(in thousands)20242023
Increase in cost of sales$1,534 $1,056 
Increase in SD&A expenses323 3,937 
Net impact$1,857 $4,993 

Cautionary Note Regarding Forward-Looking Statements

Certain statements made in this report, or in other public filings, press releases, or other written or oral communications made by the Company, which are not historical facts, are forward-looking statements subject to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. These forward-looking statements involve risks and uncertainties which we expect will or may occur in the future and may impact our business, financial condition and results of operations. The words “anticipate,” “believe,” “expect,” “intend,” “project,” “may,” “will,” “should,” “could” and similar expressions are intended to identify those forward-looking statements. These forward-looking statements reflect the Company’s best judgment based on current information, and, although we base these statements on circumstances that we believe to be reasonable when made, there can be no assurance that future events will not affect the accuracy of such forward-looking information. As such, the forward-looking statements are not guarantees of future performance, and actual results may vary materially from the projected results and expectations discussed in this report. Factors that might cause the Company’s actual results to differ materially from those anticipated in forward-looking statements include, but are not limited to: increased costs (including due to inflation), disruption of supply or unavailability or shortages of raw materials, fuel and other supplies; the reliance on purchased finished products from external sources; changes in public and consumer perception and preferences, including concerns related to product safety and sustainability, artificial ingredients, brand reputation and obesity; changes in government regulations related to nonalcoholic beverages, including regulations related to obesity, public health, artificial ingredients and product safety and sustainability; decreases from historic levels of marketing funding support provided to us by The Coca‑Cola Company and other beverage companies; material changes in the performance requirements for marketing funding support or our inability to meet such requirements; decreases from historic levels of advertising, marketing and product innovation spending by The Coca‑Cola Company and other beverage companies, or advertising campaigns that are negatively perceived by the public; any failure of the several Coca‑Cola system governance entities of which we are a participant to function efficiently or on our best behalf and any failure or delay of ours to receive anticipated benefits from these governance entities; provisions in our beverage distribution and manufacturing agreements with The Coca‑Cola Company that could delay or prevent a change in control of us or a sale of our Coca‑Cola distribution or manufacturing businesses; the concentration of our capital stock ownership; our inability to meet requirements under our beverage distribution and manufacturing agreements; changes in the inputs used to calculate our
34

acquisition related contingent consideration liability; technology failures or cyberattacks on our information technology systems or our effective response to technology failures or cyberattacks on our customers’, suppliers’ or other third parties’ information technology systems; unfavorable changes in the general economy; the concentration risks among our customers and suppliers; lower than expected net pricing of our products resulting from continued and increased customer and competitor consolidations and marketplace competition; the effect of changes in our level of debt, borrowing costs and credit ratings on our access to capital and credit markets, operating flexibility and ability to obtain additional financing to fund future needs; the failure to attract, train and retain qualified employees while controlling labor costs, and other labor issues; the failure to maintain productive relationships with our employees covered by collective bargaining agreements, including failing to renegotiate collective bargaining agreements; changes in accounting standards; our use of estimates and assumptions; changes in tax laws, disagreements with tax authorities or additional tax liabilities; changes in legal contingencies; natural disasters, changing weather patterns and unfavorable weather; climate change or legislative or regulatory responses to such change; the impact of any pandemic or public health situation; and the risks discussed in “Item 1A. Risk Factors” of the Company’s Annual Report on Form 10-K for 2023 and elsewhere in this report.

Caution should be taken not to place undue reliance on the forward-looking statements included in this report. The Company assumes no obligation to update any forward-looking statements, except as may be required by law. In evaluating forward-looking statements, these risks and uncertainties should be considered, together with the other risks described from time to time in the Company’s reports and other filings with the United States Securities and Exchange Commission.

Item 3.    Quantitative and Qualitative Disclosures About Market Risk.

The Company is subject to interest rate risk on its revolving credit facility and did not have any outstanding borrowings on its revolving credit facility as of March 29, 2024. As such, assuming no changes in the Company’s capital structure, if market interest rates average 1% more over the next 12 months than the interest rates as of March 29, 2024, there would be no change to interest expense for the next 12 months.

The Company’s acquisition related contingent consideration liability, which is adjusted to fair value each reporting period, is also impacted by changes in interest rates. The risk-free interest rate used to estimate the Company’s WACC is a component of the discount rate used to calculate the present value of future expected acquisition related sub-bottling payments due under the Company’s comprehensive beverage agreements. As a result, any changes in the underlying risk-free interest rate 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 Company estimates a 10-basis point change in the underlying risk-free interest rate used to estimate the Company’s WACC would result in a change of approximately $6 million to the Company’s acquisition related contingent consideration liability.

The Company is exposed to certain market risks and commodity price risk that arise in the ordinary course of business. The Company may enter into commodity derivative instruments to manage or reduce market risk. The Company does not use commodity derivative instruments for trading or speculative purposes.

The Company is also subject to commodity price risk arising from price movements for certain commodities included as part of its raw materials. The Company manages this commodity price risk in some cases by entering into contracts with adjustable prices to hedge commodity purchases. The Company periodically uses commodity derivative instruments in the management of this risk. The Company estimates a 10% increase in the market prices of commodities included as part of its raw materials over the current market prices would cumulatively increase costs during the next 12 months by approximately $70 million assuming no change in volume.

Fees paid by the Company for agreements to hedge commodity purchases are amortized over the corresponding period of the agreement. The Company accounts for its commodity derivative instruments on a mark-to-market basis with any expense or income being reflected as an adjustment to cost of sales or SD&A expenses, consistent with the expense classification of the underlying hedged item.

The rate of inflation in the United States, as measured by year-over-year changes in the Consumer Price Index (the “CPI”), was 3.5% in March 2024, as compared to 3.4% in December 2023 and 6.5% in December 2022. Inflation in the prices of those commodities important to the Company’s business is reflected in changes in the CPI.

The principal effect of inflation in both commodity and consumer prices on the Company’s operating results is to increase both cost of goods sold and SD&A expenses. Although the Company can offset these cost increases by increasing selling prices for its
35

products, consumers may not have the buying power to cover these increased costs and may reduce their volume of purchases of those products. In that event, selling price increases may not be sufficient to offset completely the Company’s cost increases.

Item 4.    Controls and Procedures.

As of the end of the period covered by this report, the Company carried out an evaluation, under the supervision and with the participation of the Company’s management, including the Company’s Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of the Company’s “disclosure controls and procedures” (as defined in Rule 13a-15(e) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”)) pursuant to Rule 13a-15(b) of the Exchange Act. Based upon that evaluation, the Chief Executive Officer and the Chief Financial Officer concluded that the Company’s disclosure controls and procedures were effective as of March 29, 2024.

There has been no change in the Company’s internal control over financial reporting during the quarter ended March 29, 2024 that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting.
36

PART II - OTHER INFORMATION

Item 1.    Legal Proceedings.

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.

Item 1A. Risk Factors.

There have been no material changes in the Company’s risk factors from those disclosed in “Item 1A. Risk Factors” of the Company’s Annual Report on Form 10‑K for 2023.

Item 5. Other Information.

Insider Trading Arrangements

During the quarter ended March 29, 2024, none of our directors or officers (as defined in Rule 16a-1(f) of the Exchange Act) adopted, modified or terminated a “Rule 10b5-1 trading arrangement” or a “non-Rule 10b5-1 trading arrangement” (as each term is defined in Item 408 of Regulation S-K).
37

Item 6.    Exhibits.

Exhibit
No.
DescriptionIncorporated by Reference or
Filed/Furnished Herewith
3.1Exhibit 3.1 to the Company’s Quarterly Report on Form 10-Q for the quarter ended July 2, 2017 (File No. 0-9286).
3.2Exhibit 3.1 to the Company’s Current Report on Form 8-K filed on January 2, 2019 (File No. 0-9286).
3.3Exhibit 3.3 to the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2023 (File No. 0-9286).
3.4Exhibit 3.2 to the Company’s Current Report on Form 8-K filed on January 2, 2019 (File No. 0-9286).
31.1Filed herewith.
31.2Filed herewith.
32Furnished herewith.
101.INSInline XBRL Instance Document – the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.Filed herewith.
101.SCHInline XBRL Taxonomy Extension Schema Document.Filed herewith.
101.CALInline XBRL Taxonomy Extension Calculation Linkbase Document.Filed herewith.
101.DEFInline XBRL Taxonomy Extension Definition Linkbase Document.Filed herewith.
101.LABInline XBRL Taxonomy Extension Label Linkbase Document.Filed herewith.
101.PREInline XBRL Taxonomy Extension Presentation Linkbase Document.Filed herewith.
104Cover Page Interactive Data File – the cover page interactive data file does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.Filed herewith.


38

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

COCA-COLA CONSOLIDATED, INC.
(REGISTRANT)
Date: May 6, 2024
By:
/s/ F. Scott Anthony
F. Scott Anthony
Executive Vice President and Chief Financial Officer
(Principal Financial Officer of the Registrant)
Date: May 6, 2024
By:
/s/ Matthew J. Blickley
Matthew J. Blickley
Senior Vice President, Financial Planning and
Chief Accounting Officer
(Principal Accounting Officer of the Registrant)

39
Exhibit 31.1


CERTIFICATION

I, J. Frank Harrison, III, certify that:

1.I have reviewed this Quarterly Report on Form 10-Q of Coca-Cola Consolidated, Inc.;

2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a)Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b)Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c)Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d)Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5.The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

a)All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b)Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.


Date: May 6, 2024/s/ J. Frank Harrison, III
J. Frank Harrison, III
Chairman of the Board of Directors
and Chief Executive Officer


Exhibit 31.2


CERTIFICATION

I, F. Scott Anthony, certify that:

1.I have reviewed this Quarterly Report on Form 10-Q of Coca-Cola Consolidated, Inc.;

2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a)Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b)Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c)Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d)Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5.The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

a)All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b)Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.


Date: May 6, 2024/s/ F. Scott Anthony
F. Scott Anthony
Executive Vice President and Chief Financial Officer

Exhibit 32
CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report on Form 10-Q of Coca-Cola Consolidated, Inc. (the “Company”) for the quarter ended March 29, 2024, as filed with the United States Securities and Exchange Commission on the date hereof (the “Report”), we, J. Frank Harrison, III, Chairman of the Board of Directors and Chief Executive Officer of the Company, and F. Scott Anthony, Executive Vice President and Chief Financial Officer of the Company, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

(1)The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and

(2)The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

/s/ J. Frank Harrison, III
J. Frank Harrison, III
Chairman of the Board of Directors and
Chief Executive Officer
May 6, 2024

/s/ F. Scott Anthony
F. Scott Anthony
Executive Vice President and
Chief Financial Officer
May 6, 2024


v3.24.1.u1
Cover - shares
 3 Months Ended
Mar. 29, 2024
Apr. 19, 2024
Document Information [Line Items]    
Document Type 10-Q  
Document Quarterly Report true  
Document Period End Date Mar. 29, 2024  
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 (980)  
Local Phone Number 392-8298  
Title of 12(b) Security Common Stock, par value $1.00 per share  
Trading Symbol COKE  
Security Exchange Name NASDAQ  
Entity Current Reporting Status Yes  
Entity Interactive Data Current Yes  
Entity Filer Category Large Accelerated Filer  
Entity Small Business false  
Entity Emerging Growth Company false  
Entity Shell Company false  
Amendment Flag false  
Document Fiscal Year Focus 2024  
Document Fiscal Period Focus Q1  
Entity Central Index Key 0000317540  
Current Fiscal Year End Date --12-31  
Common Stock    
Document Information [Line Items]    
Entity Common Stock, Shares Outstanding   8,368,993
Class B Common Stock    
Document Information [Line Items]    
Entity Common Stock, Shares Outstanding   1,004,696
v3.24.1.u1
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) - USD ($)
shares in Thousands, $ in Thousands
 3 Months Ended
Mar. 29, 2024
Mar. 31, 2023
Net sales $ 1,591,626 $ 1,571,642
Cost of sales 951,067 947,536
Gross profit 640,559 624,106
Selling, delivery and administrative expenses 425,153 418,052
Income from operations 215,406 206,054
Interest (income) expense, net (2,716) 2,929
Mark-to-market on acquisition related contingent consideration (5,541) 41,654
Other expense, net 828 2,269
Income before taxes 222,835 159,202
Income tax expense 57,094 41,075
Net income $ 165,741 $ 118,127
Common Stock    
Basic net income per share:    
Common Stock (in dollars per share) $ 17.68 $ 12.60
Weighted average number of Common Stock shares outstanding (in shares) 8,369 8,369
Diluted net income per share:    
Common Stock (in dollars per share) $ 17.66 $ 12.57
Weighted average number of Common Stock shares outstanding - assuming dilution (in shares) 9,387 9,395
Cash dividends per share:    
Common Stock (in dollars per share) $ 16.50 $ 3.50
Class B Common Stock    
Basic net income per share:    
Common Stock (in dollars per share) $ 17.68 $ 12.60
Weighted average number of Common Stock shares outstanding (in shares) 1,005 1,005
Diluted net income per share:    
Common Stock (in dollars per share) $ 17.46 $ 12.51
Weighted average number of Common Stock shares outstanding - assuming dilution (in shares) 1,018 1,026
Cash dividends per share:    
Common Stock (in dollars per share) $ 16.50 $ 3.50
v3.24.1.u1
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Unaudited) - USD ($)
$ in Thousands
 3 Months Ended
Mar. 29, 2024
Mar. 31, 2023
Statement of Comprehensive Income [Abstract]    
Net income $ 165,741 $ 118,127
Defined benefit plans reclassification including pension costs:    
Actuarial gain 0 735
Prior service credits 3 3
Postretirement benefits reclassification including benefit costs:    
Actuarial gain 20 0
Unrealized loss on short-term investments (176) 0
Other comprehensive (loss) income, net of tax (153) 738
Comprehensive income $ 165,588 $ 118,865
v3.24.1.u1
CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) - USD ($)
$ in Thousands
Mar. 29, 2024
Dec. 31, 2023
Current Assets:    
Cash and cash equivalents $ 401,260 $ 635,269
Short-term investments 183,639 0
Allowance for doubtful accounts (16,575) (16,060)
Accounts receivable, other 67,096 67,533
Inventories 361,086 321,932
Prepaid expenses and other current assets 89,593 88,585
Total current assets 1,714,853 1,705,128
Property, plant and equipment, net 1,321,681 1,320,563
Right-of-use assets - operating leases 116,129 122,708
Leased property under financing leases, net 4,373 4,785
Other assets 156,140 145,213
Goodwill 165,903 165,903
Total assets 4,297,092 4,288,942
Current Liabilities:    
Current portion of obligations under operating leases 25,085 26,194
Current portion of obligations under financing leases 2,536 2,487
Other accrued liabilities 254,465 237,994
Accrued compensation 82,297 146,932
Dividends payable 0 154,666
Total current liabilities 917,876 1,091,334
Deferred income taxes 185,001 128,435
Pension and postretirement benefit obligations 60,779 60,614
Other liabilities 831,596 866,499
Noncurrent portion of obligations under operating leases 96,979 102,271
Noncurrent portion of obligations under financing leases 4,382 5,032
Long-term debt 599,293 599,159
Total liabilities 2,695,906 2,853,344
Commitments and Contingencies
Equity:    
Additional paid-in capital 135,953 135,953
Retained earnings 1,517,852 1,352,111
Accumulated other comprehensive loss (4,429) (4,276)
Total equity 1,601,186 1,435,598
Total liabilities and equity 4,297,092 4,288,942
Nonrelated Party    
Current Assets:    
Accounts receivable 568,014 555,933
Current Liabilities:    
Accounts payable 346,999 383,562
Related Party    
Current Assets:    
Accounts receivable 60,740 51,936
Current Liabilities:    
Accounts payable 206,494 139,499
Common Stock    
Equity:    
Common Stock 11,431 11,431
Treasury stock, at cost (60,845) (60,845)
Class B Common Stock    
Equity:    
Common Stock 1,633 1,633
Treasury stock, at cost (409) (409)
Distribution agreements, net    
Current Assets:    
Intangible assets, net 810,920 817,143
Customer lists, net    
Current Assets:    
Intangible assets, net $ 7,093 $ 7,499
v3.24.1.u1
CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) (Parenthetical) - $ / shares
Mar. 29, 2024
Dec. 31, 2023
Common Stock    
Common stock, par value (in dollars per share) $ 1.00 $ 1.00
Common stock, shares authorized (in shares) 30,000,000 30,000,000
Common stock, shares issued (in shares) 11,431,367 11,431,367
Treasury stock, shares (in shares) 3,062,374 3,062,374
Class B Common Stock    
Common stock, par value (in dollars per share) $ 1.00 $ 1.00
Common stock, shares authorized (in shares) 10,000,000 10,000,000
Common stock, shares issued (in shares) 1,632,810 1,632,810
Treasury stock, shares (in shares) 628,114 628,114
v3.24.1.u1
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($)
$ in Thousands
 3 Months Ended
Mar. 29, 2024
Mar. 31, 2023
Cash Flows from Operating Activities:    
Net income $ 165,741 $ 118,127
Adjustments to reconcile net income to net cash provided by operating activities:    
Depreciation and amortization expense from property, plant and equipment and financing leases 40,888 37,601
Amortization of intangible assets and deferred proceeds, net 5,863 5,908
Deferred income taxes 56,616 40,743
Fair value adjustment of acquisition related contingent consideration (5,541) 41,654
Loss on sale of property, plant and equipment 670 2,389
Amortization of debt costs 251 246
Change in current assets less current liabilities (44,257) (49,538)
Change in other noncurrent assets (781) (1,430)
Change in other noncurrent liabilities (25,177) (11,006)
Total adjustments 28,532 66,567
Net cash provided by operating activities 194,273 184,694
Cash Flows from Investing Activities:    
Purchases of short-term investments (183,806) 0
Additions to property, plant and equipment (77,040) (52,700)
Investment in equity method investees (3,632) 0
Proceeds from the disposal of short-term investments 1,116 0
Proceeds from the sale of property, plant and equipment 100 158
Net cash used in investing activities (263,262) (52,542)
Cash Flows from Financing Activities:    
Cash dividends paid (154,666) (32,808)
Payments of acquisition related contingent consideration (9,700) (6,499)
Payments on financing lease obligations (601) (558)
Debt issuance fees (53) (154)
Net cash used in financing activities (165,020) (40,019)
Net (decrease) increase in cash during period (234,009) 92,133
Cash at beginning of period 635,269 197,648
Cash at end of period 401,260 289,781
Significant non-cash investing and financing activities:    
Additions to property, plant and equipment accrued and recorded in accounts payable, trade 24,310 18,112
Right-of-use assets obtained in exchange for operating lease obligations $ 74 $ 723
v3.24.1.u1
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
Accumulated Other Comprehensive Loss
Treasury Stock, Common
Common Stock
Treasury Stock, Common
Class B Common Stock
Beginning balance at Dec. 31, 2022 $ 1,115,388     $ 11,431 $ 1,633 $ 135,953 $ 1,112,462 $ (84,837) $ (60,845) $ (409)
Increase (Decrease) in Stockholders' Equity [Roll Forward]                    
Net income 118,127           118,127      
Other comprehensive income (loss), net of tax 738             738    
Dividends declared   $ 0 $ 0              
Ending balance at Mar. 31, 2023 1,234,253     11,431 1,633 135,953 1,230,589 (84,099) (60,845) (409)
Beginning balance at Dec. 31, 2023 1,435,598     11,431 1,633 135,953 1,352,111 (4,276) (60,845) (409)
Increase (Decrease) in Stockholders' Equity [Roll Forward]                    
Net income 165,741           165,741      
Other comprehensive income (loss), net of tax (153)             (153)    
Dividends declared   $ 0 $ 0              
Ending balance at Mar. 29, 2024 $ 1,601,186     $ 11,431 $ 1,633 $ 135,953 $ 1,517,852 $ (4,429) $ (60,845) $ (409)
v3.24.1.u1
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY (Unaudited) (Parenthetical) - $ / shares
 3 Months Ended
Mar. 29, 2024
Mar. 31, 2023
Common Stock    
Dividends declared on common stock (in dollars per share) $ 0.00 $ 0.00
Class B Common Stock    
Dividends declared on common stock (in dollars per share) $ 0.00 $ 0.00
v3.24.1.u1
Critical Accounting Policies
 3 Months Ended
Mar. 29, 2024
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 (collectively referred to herein as 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 March 29, 2024 and December 31, 2023.
•The results of operations, comprehensive income and changes in stockholders’ equity for the three-month periods ended March 29, 2024 (the “first quarter” of fiscal 2024 (“2024”)) and March 31, 2023 (the “first quarter” of fiscal 2023 (“2023”)).
•The changes in cash flows for the first quarter of 2024 and the first quarter of 2023.

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 2023 filed with the United States Securities and Exchange Commission.

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 2023 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 that 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. See Note 6 for discussion related to the Company’s new short-term investments during the first quarter of 2024.

Recently Issued Accounting Pronouncements

In November 2023, the Financial Accounting Standards Board (the “FASB”) issued Accounting Standards Update (“ASU”) 2023-07, “Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures,” which requires additional disclosure of significant segment expenses included in the reported measure of segment profit or loss and regularly provided to the Chief Operating Decision Maker (the “CODM”). It also requires disclosure and a description of the composition of other amounts by reportable segment, disclosure of a reportable segment’s profit or loss and assets currently required by Topic 280 in interim periods and disclosure of the CODM’s title and process for assessing a reportable segment’s profit or loss. The new guidance is effective for fiscal years beginning after December 15, 2023, including interim periods within those fiscal years beginning after December 15, 2024. The Company has evaluated the impact ASU 2023-07 will have on its consolidated financial statements and does not expect a material impact upon adoption.
In December 2023, the FASB issued ASU 2023-09, “Income Taxes (Topic 740): Improvements to Income Tax Disclosures,” which requires disclosure of specific categories in the rate reconciliation, including additional information for reconciling items that meet a quantitative threshold, and specific disaggregation of income taxes paid and tax expense. The amendment is effective for annual periods beginning after December 15, 2024. The Company has evaluated the impact ASU 2023-09 will have on its consolidated financial statements and does not expect a material impact upon adoption.
v3.24.1.u1
Related Party Transactions
 3 Months Ended
Mar. 29, 2024
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 the Company’s soft drink products, either concentrate or syrup, are manufactured.

As of March 29, 2024, J. Frank Harrison, III, Chairman of the Board of Directors and Chief Executive Officer of the Company, controlled 1,004,394 shares of the Company’s Class B Common Stock, which represented approximately 71% of the total voting power of the Company’s outstanding Common Stock and Class B Common Stock on a consolidated basis.

As of March 29, 2024, 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 certain relatives of the late J. Frank Harrison, Jr. have agreed to vote the shares of the Company’s Common Stock and Class B 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:

First Quarter
(in thousands)20242023
Payments made by the Company to The Coca-Cola Company(1)
$457,244 $469,527 
Payments made by The Coca-Cola Company to the Company55,398 47,439 

(1)This excludes acquisition related sub-bottling payments made by the Company to CCR (as defined below), a wholly owned subsidiary of The Coca‑Cola Company.

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 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 acquisition related 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 acquisition related 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 to CCR were $9.7 million in the first quarter of 2024 and $6.5 million in the first quarter of 2023. 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)March 29, 2024December 31, 2023
Current portion of acquisition related contingent consideration$71,671 $64,528 
Noncurrent portion of acquisition related contingent consideration577,925 604,809 
Total acquisition related contingent consideration$649,596 $669,337 

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 $21.4 million as of March 29, 2024 and $20.9 million as of December 31, 2023.

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 $19.1 million as of March 29, 2024 and $17.2 million as of December 31, 2023.

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 $2.3 million in the first quarter of 2024 and $2.2 million in the first quarter of 2023.

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 $21.1 million on March 29, 2024 and $14.3 million on December 31, 2023, 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.

CONA Services LLC (“CONA”)

Along with certain other Coca‑Cola bottlers, the Company is a member of CONA, an entity formed 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 $22.9 million as of March 29, 2024 and $22.1 million as of December 31, 2023.

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 $5.7 million in the first quarter of 2024 and $6.4 million in the first quarter of 2023.
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 $21.7 million on March 29, 2024 and $22.5 million on December 31, 2023. Rental payments for this lease were $1.0 million in both the first quarter of 2024 and the first quarter of 2023.

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 selling, delivery and administrative expenses in the condensed consolidated statements of operations, was $2.0 million in both the first quarter of 2024 and the first quarter of 2023.
v3.24.1.u1
Revenue Recognition
 3 Months Ended
Mar. 29, 2024
Revenue from Contract with Customer [Abstract]  
Revenue Recognition 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 98% of the Company’s net sales in both the first quarter of 2024 and the first quarter of 2023.

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:

First Quarter
(in thousands)20242023
Point in time net sales:
Nonalcoholic Beverages - point in time$1,561,145 $1,533,288 
Total point in time net sales$1,561,145 $1,533,288 
Over time net sales:
Nonalcoholic Beverages - over time$13,567 $12,124 
All Other - over time16,914 26,230 
Total over time net sales$30,481 $38,354 
Total net sales$1,591,626 $1,571,642 

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 $4.8 million as of March 29, 2024 and $4.5 million as of December 31, 2023.

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 quarter of 2024 and the first quarter of 2023:

First Quarter
(in thousands)20242023
Beginning balance - allowance for credit losses$11,560 $13,119 
Additions charged to expenses and as a reduction to net sales725 1,631 
Deductions(510)(744)
Ending balance - allowance for credit losses$11,775 $14,006 
v3.24.1.u1
Segments
 3 Months Ended
Mar. 29, 2024
Segment Reporting [Abstract]  
Segments Segments
The Company evaluates segment reporting in accordance with FASB Accounting Standards Codification Topic 280, Segment Reporting, each reporting period, including evaluating the reporting package reviewed by 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:

First Quarter
(in thousands)20242023
Net sales:
Nonalcoholic Beverages$1,574,712 $1,545,412 
All Other88,102 92,376 
Eliminations(1)
(71,188)(66,146)
Consolidated net sales$1,591,626 $1,571,642 

(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.
First Quarter
(in thousands)20242023
Income from operations:
Nonalcoholic Beverages$212,142 $209,779 
All Other3,264 (3,725)
Consolidated income from operations$215,406 $206,054 
Depreciation and amortization:
Nonalcoholic Beverages$43,098 $40,564 
All Other3,653 2,945 
Consolidated depreciation and amortization$46,751 $43,509 
v3.24.1.u1
Net Income Per Share
 3 Months Ended
Mar. 29, 2024
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:

First Quarter
(in thousands, except per share data)20242023
Numerator for basic and diluted net income per Common Stock and Class B Common Stock share:
Net income$165,741 $118,127 
Less dividends:
Common Stock138,088 29,291 
Class B Common Stock16,578 3,517 
Total undistributed earnings$11,075 $85,319 
Common Stock undistributed earnings – basic$9,888 $76,172 
Class B Common Stock undistributed earnings – basic1,187 9,147 
Total undistributed earnings – basic$11,075 $85,319 
Common Stock undistributed earnings – diluted$9,874 $76,002 
Class B Common Stock undistributed earnings – diluted1,201 9,317 
Total undistributed earnings – diluted$11,075 $85,319 
Numerator for basic net income per Common Stock share:
Dividends on Common Stock$138,088 $29,291 
Common Stock undistributed earnings – basic9,888 76,172 
Numerator for basic net income per Common Stock share$147,976 $105,463 
Numerator for basic net income per Class B Common Stock share:
Dividends on Class B Common Stock$16,578 $3,517 
Class B Common Stock undistributed earnings – basic1,187 9,147 
Numerator for basic net income per Class B Common Stock share$17,765 $12,664 
Numerator for diluted net income per Common Stock share:
Dividends on Common Stock$138,088 $29,291 
Dividends on Class B Common Stock assumed converted to Common Stock16,578 3,517 
Common Stock undistributed earnings – diluted11,075 85,319 
Numerator for diluted net income per Common Stock share$165,741 $118,127 
Numerator for diluted net income per Class B Common Stock share:
Dividends on Class B Common Stock$16,578 $3,517 
Class B Common Stock undistributed earnings – diluted1,201 9,317 
Numerator for diluted net income per Class B Common Stock share$17,779 $12,834 
First Quarter
(in thousands, except per share data)20242023
Denominator for basic net income per Common Stock and Class B Common Stock share:
Common Stock weighted average shares outstanding – basic8,369 8,369 
Class B Common Stock weighted average shares outstanding – basic1,005 1,005 
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)9,387 9,395 
Class B Common Stock weighted average shares outstanding – diluted1,018 1,026 
Basic net income per share:
Common Stock$17.68 $12.60 
Class B Common Stock$17.68 $12.60 
Diluted net income per share:
Common Stock$17.66 $12.57 
Class B Common Stock$17.46 $12.51 

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 unvested performance shares relative to the Long-Term Performance Equity Plan. For periods presented during which the Company has net loss, the unvested performance 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 unvested performance 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 unvested performance shares for any periods presented.
v3.24.1.u1
Short-Term Investments
 3 Months Ended
Mar. 29, 2024
Investments, Debt and Equity Securities [Abstract]  
Short-Term Investments Short-Term Investments
Short-term investments that the Company has the positive intent and ability to hold to maturity are carried at amortized cost and classified as held-to-maturity. Short-term investments that are not classified as held-to-maturity are carried at fair value and classified as available-for-sale. As of March 29, 2024, all of the Company’s short-term investments were classified as available-for-sale. As of December 31, 2023, the Company did not have any short-term investments. Realized gains and losses on available-for-sale investments are included in net income. Unrealized gains and losses, net of tax, on available-for-sale investments are included in the condensed consolidated balance sheet as a component of accumulated other comprehensive income (loss).

As of March 29, 2024, the Company’s available-for-sale investments consisted of the following cost, unrealized positions and estimated fair value, disaggregated by class of instrument:

 Gross Unrealized
(in thousands)CostGainsLossesEstimated Fair Value
U.S. Treasury securities$115,297 $4 $(176)$115,125 
Corporate bonds62,128 1 (53)62,076 
Commercial paper instruments3,482 — (2)3,480 
Asset-backed securities2,964 — (6)2,958 
Total short-term investments$183,871 $5 $(237)$183,639 
As of March 29, 2024, all of the Company’s available-for-sale investments were classified as short-term investments in the condensed consolidated balance sheet and had weighted average maturities of less than one year. The Company did not identify any other-than-temporary impairment on its available-for-sale investments during the first quarter of 2024.

The sale and/or maturity of available-for-sale investments resulted in the following realized activity during the first quarter of 2024:

First Quarter
(in thousands)2024
Gross realized gains$— 
Gross realized losses— 
Proceeds1,116 

There was no realized activity during the first quarter of 2023, as the Company did not have any short-term investments during that period.
v3.24.1.u1
Inventories
 3 Months Ended
Mar. 29, 2024
Inventory Disclosure [Abstract]  
Inventories Inventories
Inventories consisted of the following:

(in thousands)March 29, 2024December 31, 2023
Finished products$246,307 $207,912 
Manufacturing materials72,239 71,560 
Plastic shells, plastic pallets and other inventories42,540 42,460 
Total inventories$361,086 $321,932 
v3.24.1.u1
Prepaid Expenses and Other Current Assets
 3 Months Ended
Mar. 29, 2024
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)March 29, 2024December 31, 2023
Repair parts$31,317 $35,256 
Prepaid software9,774 9,427 
Prepaid taxes9,195 9,020 
Prepaid marketing5,462 4,703 
Commodity hedges at fair market value2,548 3,747 
Other prepaid expenses and other current assets31,297 26,432 
Total prepaid expenses and other current assets$89,593 $88,585 
v3.24.1.u1
Property, Plant and Equipment, Net
 3 Months Ended
Mar. 29, 2024
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)March 29, 2024December 31, 2023Estimated Useful Lives
Land$99,858 $99,858 
Buildings391,483 390,852 
8-50 years
Machinery and equipment509,406 498,737 
5-20 years
Transportation equipment621,175 611,001 
3-20 years
Furniture and fixtures106,204 107,072 
3-10 years
Cold drink dispensing equipment451,490 449,508 
3-17 years
Leasehold and land improvements178,805 179,146 
5-20 years
Software for internal use49,611 49,611 
3-10 years
Construction in progress104,612 95,623 
Total property, plant and equipment, at cost2,512,644 2,481,408 
Less:  Accumulated depreciation and amortization1,190,963 1,160,845 
Property, plant and equipment, net$1,321,681 $1,320,563 
v3.24.1.u1
Leases
 3 Months Ended
Mar. 29, 2024
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:

March 29, 2024December 31, 2023
Weighted average remaining lease term:
Operating leases6.6 years6.7 years
Financing leases3.3 years3.5 years
Weighted average discount rate:
Operating leases3.9 %3.8 %
Financing leases5.2 %5.2 %

Following is a summary of the Company’s leases within the condensed consolidated statements of operations:

First Quarter
(in thousands)20242023
Operating lease costs$7,789 $8,273 
Short-term and variable leases3,030 3,765 
Depreciation expense from financing leases412 411 
Interest expense on financing lease obligations92 121 
Total lease cost$11,323 $12,570 
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 March 29, 2024:

(in thousands)Operating LeasesFinancing Leases
Remainder of 2024$22,330 $2,114 
202524,341 2,869 
202621,115 1,233 
202718,614 338 
202813,890 345 
Thereafter39,045 620 
Total minimum lease payments including interest$139,335 $7,519 
Less:  Amounts representing interest17,271 601 
Present value of minimum lease principal payments122,064 6,918 
Less:  Current portion of lease liabilities25,085 2,536 
Noncurrent portion of lease liabilities$96,979 $4,382 

Following is a summary of future minimum lease payments for all noncancelable operating leases and financing leases as of December 31, 2023:

(in thousands)Operating LeasesFinancing Leases
2024$29,932 $2,808 
202524,329 2,869 
202621,115 1,233 
202718,614 338 
202813,890 345 
Thereafter39,022 620 
Total minimum lease payments including interest$146,902 $8,213 
Less:  Amounts representing interest18,437 694 
Present value of minimum lease principal payments128,465 7,519 
Less:  Current portion of lease liabilities26,194 2,487 
Noncurrent portion of lease liabilities$102,271 $5,032 

Following is a summary of the Company’s leases within the condensed consolidated statements of cash flows:

First Quarter
(in thousands)20242023
Cash flows from operating activities impact:
Operating leases$7,612 $8,028 
Interest payments on financing lease obligations92 121 
Total cash flows from operating activities impact$7,704 $8,149 
Cash flows from financing activities impact:
Principal payments on financing lease obligations$601 $558 
Total cash flows from financing activities impact$601 $558 
Leases Leases
Following is a summary of the weighted average remaining lease term and the weighted average discount rate for the Company’s leases:

March 29, 2024December 31, 2023
Weighted average remaining lease term:
Operating leases6.6 years6.7 years
Financing leases3.3 years3.5 years
Weighted average discount rate:
Operating leases3.9 %3.8 %
Financing leases5.2 %5.2 %

Following is a summary of the Company’s leases within the condensed consolidated statements of operations:

First Quarter
(in thousands)20242023
Operating lease costs$7,789 $8,273 
Short-term and variable leases3,030 3,765 
Depreciation expense from financing leases412 411 
Interest expense on financing lease obligations92 121 
Total lease cost$11,323 $12,570 
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 March 29, 2024:

(in thousands)Operating LeasesFinancing Leases
Remainder of 2024$22,330 $2,114 
202524,341 2,869 
202621,115 1,233 
202718,614 338 
202813,890 345 
Thereafter39,045 620 
Total minimum lease payments including interest$139,335 $7,519 
Less:  Amounts representing interest17,271 601 
Present value of minimum lease principal payments122,064 6,918 
Less:  Current portion of lease liabilities25,085 2,536 
Noncurrent portion of lease liabilities$96,979 $4,382 

Following is a summary of future minimum lease payments for all noncancelable operating leases and financing leases as of December 31, 2023:

(in thousands)Operating LeasesFinancing Leases
2024$29,932 $2,808 
202524,329 2,869 
202621,115 1,233 
202718,614 338 
202813,890 345 
Thereafter39,022 620 
Total minimum lease payments including interest$146,902 $8,213 
Less:  Amounts representing interest18,437 694 
Present value of minimum lease principal payments128,465 7,519 
Less:  Current portion of lease liabilities26,194 2,487 
Noncurrent portion of lease liabilities$102,271 $5,032 

Following is a summary of the Company’s leases within the condensed consolidated statements of cash flows:

First Quarter
(in thousands)20242023
Cash flows from operating activities impact:
Operating leases$7,612 $8,028 
Interest payments on financing lease obligations92 121 
Total cash flows from operating activities impact$7,704 $8,149 
Cash flows from financing activities impact:
Principal payments on financing lease obligations$601 $558 
Total cash flows from financing activities impact$601 $558 
v3.24.1.u1
Distribution Agreements, Net
 3 Months Ended
Mar. 29, 2024
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 estimated useful lives of 20 to 40 years, consisted of the following:

(in thousands)March 29, 2024December 31, 2023
Distribution agreements at cost$990,191 $990,191 
Less: Accumulated amortization179,271 173,048 
Distribution agreements, net$810,920 $817,143 
Customer Lists, Net
Customer lists, net, which are amortized on a straight-line basis and have estimated useful lives of five to 12 years, consisted of the following:

(in thousands)March 29, 2024December 31, 2023
Customer lists at cost$25,288 $25,288 
Less: Accumulated amortization18,195 17,789 
Customer lists, net$7,093 $7,499 
v3.24.1.u1
Customer Lists, Net
 3 Months Ended
Mar. 29, 2024
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 estimated useful lives of 20 to 40 years, consisted of the following:

(in thousands)March 29, 2024December 31, 2023
Distribution agreements at cost$990,191 $990,191 
Less: Accumulated amortization179,271 173,048 
Distribution agreements, net$810,920 $817,143 
Customer Lists, Net
Customer lists, net, which are amortized on a straight-line basis and have estimated useful lives of five to 12 years, consisted of the following:

(in thousands)March 29, 2024December 31, 2023
Customer lists at cost$25,288 $25,288 
Less: Accumulated amortization18,195 17,789 
Customer lists, net$7,093 $7,499 
v3.24.1.u1
Supply Chain Finance Program
 3 Months Ended
Mar. 29, 2024
Commitments and Contingencies Disclosure [Abstract]  
Supply Chain Finance Program Supply Chain Finance Program
The Company has an agreement with a third-party financial institution to facilitate a supply chain finance (“SCF”) program, which allows qualifying suppliers to sell their receivables from the Company to the financial institution. The participating suppliers negotiate their outstanding receivable arrangements and associated fees directly with the financial institution, and the Company is not party to those agreements. Once a qualifying supplier elects to participate in the SCF program and reaches an agreement with the financial institution, the supplier elects which individual Company invoices it sells to the financial institution. The supplier invoices that have been confirmed as valid under the SCF program require payment in full by the financial institution to the supplier by the original maturity date of the invoice, or discounted payment at an earlier date as agreed upon with the supplier. The Company’s obligations to its suppliers, including amounts due and scheduled payment terms, are not impacted by a supplier’s participation in the SCF program.
All outstanding amounts related to suppliers participating in the SCF program are recorded in accounts payable, trade in the condensed consolidated balance sheets, and associated payments are included in operating activities in the condensed consolidated statements of cash flows. The Company’s outstanding confirmed obligations included in accounts payable, trade in the condensed consolidated balance sheets were $50.2 million as of March 29, 2024 and $55.1 million as of December 31, 2023.
v3.24.1.u1
Other Accrued Liabilities
 3 Months Ended
Mar. 29, 2024
Payables and Accruals [Abstract]  
Other Accrued Liabilities Other Accrued Liabilities
Other accrued liabilities consisted of the following:

(in thousands)March 29, 2024December 31, 2023
Current portion of acquisition related contingent consideration$71,671 $64,528 
Accrued insurance costs59,385 54,040 
Accrued marketing costs51,760 55,799 
Employee and retiree benefit plan accruals32,440 34,203 
Accrued taxes (other than income taxes)8,733 7,474 
Accrued interest payable5,842 2,520 
All other accrued expenses24,634 19,430 
Total other accrued liabilities$254,465 $237,994 
v3.24.1.u1
Commodity Derivative Instruments
 3 Months Ended
Mar. 29, 2024
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 quarterly 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:

First Quarter
(in thousands)20242023
Cost of sales$(1,156)$(395)
Selling, delivery and administrative expenses(43)(2,690)
Total loss$(1,199)$(3,085)

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)March 29, 2024December 31, 2023
Prepaid expenses and other current assets$2,548 $3,747 
Total assets$2,548 $3,747 

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)March 29, 2024December 31, 2023
Gross commodity derivative instrument assets$2,548 $3,747 
Gross commodity derivative instrument liabilities— — 

The following table summarizes the Company’s outstanding commodity derivative instruments:

(in thousands)March 29, 2024December 31, 2023
Notional amount of outstanding commodity derivative instruments$52,923 $50,187 
Latest maturity date of outstanding commodity derivative instrumentsDecember 2024December 2024
v3.24.1.u1
Fair Values of Financial Instruments
 3 Months Ended
Mar. 29, 2024
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 InstrumentFair Value
Level		Methods and Assumptions
Deferred compensation plan assets and liabilitiesLevel 1The 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.
Short-term investmentsLevel 1The fair values of the Company’s Level 1 short-term investments, which are U.S. Treasury securities, corporate bonds and asset-backed securities, are based on the quoted market prices of those securities which are actively traded on national exchanges.
Short-term investmentsLevel 2The fair values of the Company’s Level 2 short-term investments, which are commercial paper instruments, are based on estimated current market prices and have readily determinable fair market values.
Commodity derivative instrumentsLevel 2The 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 debtLevel 2The 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 considerationLevel 3The 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, short-term investments, commodity derivative instruments, long‑term debt and acquisition related contingent consideration:

March 29, 2024
(in thousands)Carrying
Amount		Total
Fair Value		Fair Value
Level 1		Fair Value
Level 2		Fair Value
Level 3
Assets:
Deferred compensation plan assets$73,132 $73,132 $73,132 $— $— 
Short-term investments183,639 183,639 180,159 3,480 — 
Commodity derivative instruments2,548 2,548 — 2,548 — 
Liabilities:
Deferred compensation plan liabilities73,132 73,132 73,132 — — 
Long-term debt599,293 580,800 — 580,800 — 
Acquisition related contingent consideration649,596 649,596 — — 649,596 

December 31, 2023
(in thousands)Carrying
Amount		Total
Fair Value		Fair Value
Level 1		Fair Value
Level 2		Fair Value
Level 3
Assets:
Deferred compensation plan assets$64,769 $64,769 $64,769 $— $— 
Commodity derivative instruments3,747 3,747 — 3,747 — 
Liabilities:
Deferred compensation plan liabilities64,769 64,769 64,769 — — 
Long-term debt599,159 579,000 — 579,000 — 
Acquisition related contingent consideration669,337 669,337 — — 669,337 

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 related distribution assets acquired in each distribution territory, 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:

First Quarter
(in thousands)20242023
Beginning balance - Level 3 liability$669,337 $541,491 
Payments of acquisition related contingent consideration(9,700)(6,499)
Reclassification to current payables(4,500)(200)
(Decrease) increase in fair value(5,541)41,654 
Ending balance - Level 3 liability$649,596 $576,446 

As of March 29, 2024 and March 31, 2023, a WACC of 8.9% and 8.7%, respectively, was utilized in the valuation of the Company’s acquisition related contingent consideration liability. The decrease in the fair value of the acquisition related contingent consideration liability in the first quarter of 2024 was primarily driven by an increase in the WACC used to calculate the fair value of the liability, partially offset by higher projections of future cash flows in the distribution territories subject to acquisition related sub-bottling payments. This fair value adjustment was recorded in mark-to-market on acquisition related contingent consideration in the condensed consolidated statement of operations for the first quarter of 2024.

For the next five future years, the Company anticipates that the amount it could pay annually under the acquisition related contingent consideration arrangements for the distribution territories subject to acquisition related sub-bottling payments will be in the range of approximately $50 million to $70 million.
v3.24.1.u1
Income Taxes
 3 Months Ended
Mar. 29, 2024
Income Tax Disclosure [Abstract]  
Income Taxes Income Taxes
The Company’s effective income tax rate was 25.6% for the first quarter of 2024 and 25.8% for the first quarter of 2023. The Company’s income tax expense was $57.1 million for the first quarter of 2024 and $41.1 million for the first quarter of 2023. The increase in income tax expense was primarily attributable to higher income before taxes during the first quarter of 2024 compared to the first quarter of 2023.

The Company had uncertain tax positions, including accrued interest, of $0.4 million on both March 29, 2024 and December 31, 2023, 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 2020 remain open to examination by the Internal Revenue Service, and various tax years beginning in year 2000 remain open to examination by certain state tax jurisdictions due to loss carryforwards.
v3.24.1.u1
Pension and Postretirement Benefit Obligations
 3 Months Ended
Mar. 29, 2024
Retirement Benefits [Abstract]  
Pension and Postretirement Benefit Obligations Pension and Postretirement Benefit Obligations
Pension Plans

The Company has historically sponsored two 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 Primary Plan was terminated during 2023, as discussed below. 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.
During the second quarter of 2023, the Company began recognizing the termination of the Primary Plan. The Company recognized settlement expense of $112.8 million during the final three quarters of 2023 in conjunction with the full settlement of the Primary Plan benefit liabilities. This settlement expense related primarily to the reclassification of the gross actuarial losses associated with the Primary Plan out of accumulated other comprehensive loss and was recorded as pension plan settlement expense in the consolidated statement of operations for 2023. See Note 22 for additional information related to the impact on accumulated other comprehensive loss of the Primary Plan termination during 2023.

The components of net periodic pension cost related to the Bargaining Plan during the first quarter of 2024 and both the Bargaining Plan and the Primary Plan during the first quarter of 2023 were as follows:

First Quarter
(in thousands)20242023
Service cost$1,091 $1,099 
Interest cost589 3,508 
Expected return on plan assets(763)(2,914)
Recognized net actuarial loss— 973 
Amortization of prior service cost4 4 
Net periodic pension cost$921 $2,670 

Contributions to the Bargaining Plan are based on actuarially determined amounts and are limited to the amounts currently deductible for income tax purposes. The Company did not make any contributions to the Bargaining Plan during the first quarter of 2024. The Company does not expect cash contributions to the Bargaining Plan to exceed $2 million during 2024.

Postretirement Benefits

The Company provides postretirement benefits for employees meeting specified qualifying 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:

First Quarter
(in thousands)20242023
Service cost$310 $294 
Interest cost781 698 
Recognized net actuarial loss26 — 
Net periodic postretirement benefit cost$1,117 $992 
v3.24.1.u1
Other Liabilities
 3 Months Ended
Mar. 29, 2024
Other Liabilities Disclosure [Abstract]  
Other Liabilities Other Liabilities
Other liabilities consisted of the following:

(in thousands)March 29, 2024December 31, 2023
Noncurrent portion of acquisition related contingent consideration$577,925 $604,809 
Accruals for executive benefit plans146,814 153,428 
Noncurrent deferred proceeds from related parties99,410 100,176 
Other7,447 8,086 
Total other liabilities$831,596 $866,499 
v3.24.1.u1
Long-Term Debt
 3 Months Ended
Mar. 29, 2024
Debt Disclosure [Abstract]  
Long-Term Debt Long-Term Debt
Following is a summary of the Company’s long-term debt:

(in thousands)Maturity
Date		Interest
Rate		Interest
Paid		Public/
Nonpublic		March 29,
2024		December 31,
2023
Senior bonds(1)
11/25/20253.80%Semi-annuallyPublic$350,000 $350,000 
Revolving credit facility(2)
7/9/2026VariableVariesNonpublic— — 
Senior notes10/10/20263.93%QuarterlyNonpublic100,000 100,000 
Senior notes3/21/20303.96%QuarterlyNonpublic150,000 150,000 
Unamortized discount on senior bonds(1)
11/25/2025(15)(17)
Debt issuance costs(692)(824)
Total long-term debt$599,293 $599,159 

(1)The senior bonds due in 2025 were issued at 99.975% of par.
(2)The Company’s revolving credit facility has an aggregate maximum borrowing capacity of $500 million. The Company currently believes all banks participating in the revolving credit facility have the ability to and will meet any funding requests from the Company.

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.

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 March 29, 2024. 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.
v3.24.1.u1
Commitments and Contingencies
 3 Months Ended
Mar. 29, 2024
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 6.1 million cases and 6.2 million cases of finished product from SAC in the first quarter of 2024 and the first quarter of 2023, respectively.

The following table summarizes the Company’s purchases from these manufacturing cooperatives:

First Quarter
(in thousands)20242023
Purchases from Southeastern$36,964 $42,827 
Purchases from SAC50,556 49,605 
Total purchases from manufacturing cooperatives$87,520 $92,432 

The Company guarantees a portion of SAC’s debt, which matures in 2028, based on the ratio of SAC’s total liabilities to SAC’s shareholders’ equity as of December 31 of each year. As of March 29, 2024 and December 31, 2023, the amount of the Company’s guarantee of SAC’s debt was $0 and $9.5 million, respectively. 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 relating to 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 March 29, 2024, and there was no impairment identified in 2023.

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 March 29, 2024 and December 31, 2023.

The Company participates in long-term marketing contractual arrangements with certain prestige properties, athletic venues and other locations. As of March 29, 2024, the future payments related to these contractual arrangements, which expire at various dates through 2033, amounted to $135.1 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.
v3.24.1.u1
Accumulated Other Comprehensive Income (Loss)
 3 Months Ended
Mar. 29, 2024
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 unrealized gains/losses on the Company’s short-term investments.

Following is a summary of AOCI(L) for the first quarter of 2024 and the first quarter of 2023:

(in thousands)December 31, 2023Pre-tax ActivityTax EffectMarch 29, 2024
Net pension activity:
Actuarial gain$533 $— $— $533 
Prior service costs(97)4 (1)(94)
Net postretirement benefits activity:
Actuarial gain721 26 (6)741 
Prior service costs(624)— — (624)
Unrealized loss on short-term investments— (232)56 (176)
Reclassification of stranded tax effects(4,809)— — (4,809)
Total AOCI(L)$(4,276)$(202)$49 $(4,429)

As of December 31, 2023 and March 29, 2024, there were no gross actuarial losses or prior service costs included in accumulated other comprehensive loss associated with the Primary Plan. The Primary Plan settlement, which was completed during 2023, is reflected within the beginning balances above. All pension activity during 2024 was related to the Bargaining Plan.

(in thousands)December 31, 2022Pre-tax ActivityTax EffectMarch 31, 2023
Net pension activity:
Actuarial loss$(71,140)$973 $(238)$(70,405)
Prior service costs(105)4 (1)(102)
Net postretirement benefits activity:
Actuarial gain6,752 — — 6,752 
Prior service costs(624)— — (624)
Reclassification of stranded tax effects(19,720)— — (19,720)
Total AOCI(L)$(84,837)$977 $(239)$(84,099)
v3.24.1.u1
Supplemental Disclosures of Cash Flow Information
 3 Months Ended
Mar. 29, 2024
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 Quarter
(in thousands)20242023
Short-term investments$(1,181)$— 
Accounts receivable, trade(12,081)(23,038)
Allowance for doubtful accounts515 887 
Accounts receivable from The Coca‑Cola Company(8,804)(10,807)
Accounts receivable, other437 1,058 
Inventories(39,154)10,232 
Prepaid expenses and other current assets(1,008)5,975 
Accounts payable, trade(1,812)(15,636)
Accounts payable to The Coca‑Cola Company66,995 26,521 
Other accrued liabilities16,471 6,445 
Accrued compensation(64,635)(51,175)
Change in current assets less current liabilities$(44,257)$(49,538)
v3.24.1.u1
Subsequent Events
 3 Months Ended
Mar. 29, 2024
Subsequent Events [Abstract]  
Subsequent Events Subsequent Events
On May 6, 2024, the Company announced that it intends to purchase up to $3.1 billion in value of its Common Stock through both a modified “Dutch auction” tender offer (the “Tender Offer”) for up to $2.0 billion of its Common Stock and a separate share purchase agreement (the “Purchase Agreement”) with a subsidiary of The Coca‑Cola Company. The Company intends to fund the Tender Offer and repurchase of shares under the Purchase Agreement with a combination of new funded debt and cash on hand.
v3.24.1.u1
Pay vs Performance Disclosure - USD ($)
$ in Thousands
 3 Months Ended
Mar. 29, 2024
Mar. 31, 2023
Pay vs Performance Disclosure    
Net income $ 165,741 $ 118,127
v3.24.1.u1
Insider Trading Arrangements
 3 Months Ended
Mar. 29, 2024
Trading Arrangements, by Individual  
Rule 10b5-1 Arrangement Adopted false
Non-Rule 10b5-1 Arrangement Adopted false
Rule 10b5-1 Arrangement Terminated false
Non-Rule 10b5-1 Arrangement Terminated false
v3.24.1.u1
Critical Accounting Policies (Policies)
 3 Months Ended
Mar. 29, 2024
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 2023 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 that 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. See Note 6 for discussion related to the Company’s new short-term investments during the first quarter of 2024.
Recently Issued Accounting Pronouncements
Recently Issued Accounting Pronouncements

In November 2023, the Financial Accounting Standards Board (the “FASB”) issued Accounting Standards Update (“ASU”) 2023-07, “Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures,” which requires additional disclosure of significant segment expenses included in the reported measure of segment profit or loss and regularly provided to the Chief Operating Decision Maker (the “CODM”). It also requires disclosure and a description of the composition of other amounts by reportable segment, disclosure of a reportable segment’s profit or loss and assets currently required by Topic 280 in interim periods and disclosure of the CODM’s title and process for assessing a reportable segment’s profit or loss. The new guidance is effective for fiscal years beginning after December 15, 2023, including interim periods within those fiscal years beginning after December 15, 2024. The Company has evaluated the impact ASU 2023-07 will have on its consolidated financial statements and does not expect a material impact upon adoption.
In December 2023, the FASB issued ASU 2023-09, “Income Taxes (Topic 740): Improvements to Income Tax Disclosures,” which requires disclosure of specific categories in the rate reconciliation, including additional information for reconciling items that meet a quantitative threshold, and specific disaggregation of income taxes paid and tax expense. The amendment is effective for annual periods beginning after December 15, 2024. The Company has evaluated the impact ASU 2023-09 will have on its consolidated financial statements and does not expect a material impact upon adoption.
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 98% of the Company’s net sales in both the first quarter of 2024 and the first quarter of 2023.

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.
v3.24.1.u1
Related Party Transactions (Tables)
 3 Months Ended
Mar. 29, 2024
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:

First Quarter
(in thousands)20242023
Payments made by the Company to The Coca-Cola Company(1)
$457,244 $469,527 
Payments made by The Coca-Cola Company to the Company55,398 47,439 

(1)This excludes acquisition related sub-bottling payments made by the Company to CCR (as defined below), a wholly owned subsidiary of The Coca‑Cola Company.
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)March 29, 2024December 31, 2023
Current portion of acquisition related contingent consideration$71,671 $64,528 
Noncurrent portion of acquisition related contingent consideration577,925 604,809 
Total acquisition related contingent consideration$649,596 $669,337 
Summary of Rental Payments Related to Leases
v3.24.1.u1
Revenue Recognition (Tables)
 3 Months Ended
Mar. 29, 2024
Revenue from Contract with Customer [Abstract]  
Summary of Disaggregation of Revenue from Contracts With Customers
The following table represents a disaggregation of revenue from contracts with customers:

First Quarter
(in thousands)20242023
Point in time net sales:
Nonalcoholic Beverages - point in time$1,561,145 $1,533,288 
Total point in time net sales$1,561,145 $1,533,288 
Over time net sales:
Nonalcoholic Beverages - over time$13,567 $12,124 
All Other - over time16,914 26,230 
Total over time net sales$30,481 $38,354 
Total net sales$1,591,626 $1,571,642 
Summary of Activity for Allowance for Credit Losses Following is a summary of activity for the allowance for credit losses during the first quarter of 2024 and the first quarter of 2023:
First Quarter
(in thousands)20242023
Beginning balance - allowance for credit losses$11,560 $13,119 
Additions charged to expenses and as a reduction to net sales725 1,631 
Deductions(510)(744)
Ending balance - allowance for credit losses$11,775 $14,006 
v3.24.1.u1
Segments (Tables)
 3 Months Ended
Mar. 29, 2024
Segment Reporting [Abstract]  
Summary of Financial Information by Segment
The Company’s segment results are as follows:

First Quarter
(in thousands)20242023
Net sales:
Nonalcoholic Beverages$1,574,712 $1,545,412 
All Other88,102 92,376 
Eliminations(1)
(71,188)(66,146)
Consolidated net sales$1,591,626 $1,571,642 

(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.
First Quarter
(in thousands)20242023
Income from operations:
Nonalcoholic Beverages$212,142 $209,779 
All Other3,264 (3,725)
Consolidated income from operations$215,406 $206,054 
Depreciation and amortization:
Nonalcoholic Beverages$43,098 $40,564 
All Other3,653 2,945 
Consolidated depreciation and amortization$46,751 $43,509 
v3.24.1.u1
Net Income Per Share (Tables)
 3 Months Ended
Mar. 29, 2024
Earnings Per Share [Abstract]  
Summary of 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:

First Quarter
(in thousands, except per share data)20242023
Numerator for basic and diluted net income per Common Stock and Class B Common Stock share:
Net income$165,741 $118,127 
Less dividends:
Common Stock138,088 29,291 
Class B Common Stock16,578 3,517 
Total undistributed earnings$11,075 $85,319 
Common Stock undistributed earnings – basic$9,888 $76,172 
Class B Common Stock undistributed earnings – basic1,187 9,147 
Total undistributed earnings – basic$11,075 $85,319 
Common Stock undistributed earnings – diluted$9,874 $76,002 
Class B Common Stock undistributed earnings – diluted1,201 9,317 
Total undistributed earnings – diluted$11,075 $85,319 
Numerator for basic net income per Common Stock share:
Dividends on Common Stock$138,088 $29,291 
Common Stock undistributed earnings – basic9,888 76,172 
Numerator for basic net income per Common Stock share$147,976 $105,463 
Numerator for basic net income per Class B Common Stock share:
Dividends on Class B Common Stock$16,578 $3,517 
Class B Common Stock undistributed earnings – basic1,187 9,147 
Numerator for basic net income per Class B Common Stock share$17,765 $12,664 
Numerator for diluted net income per Common Stock share:
Dividends on Common Stock$138,088 $29,291 
Dividends on Class B Common Stock assumed converted to Common Stock16,578 3,517 
Common Stock undistributed earnings – diluted11,075 85,319 
Numerator for diluted net income per Common Stock share$165,741 $118,127 
Numerator for diluted net income per Class B Common Stock share:
Dividends on Class B Common Stock$16,578 $3,517 
Class B Common Stock undistributed earnings – diluted1,201 9,317 
Numerator for diluted net income per Class B Common Stock share$17,779 $12,834 
First Quarter
(in thousands, except per share data)20242023
Denominator for basic net income per Common Stock and Class B Common Stock share:
Common Stock weighted average shares outstanding – basic8,369 8,369 
Class B Common Stock weighted average shares outstanding – basic1,005 1,005 
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)9,387 9,395 
Class B Common Stock weighted average shares outstanding – diluted1,018 1,026 
Basic net income per share:
Common Stock$17.68 $12.60 
Class B Common Stock$17.68 $12.60 
Diluted net income per share:
Common Stock$17.66 $12.57 
Class B Common Stock$17.46 $12.51 

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 unvested performance shares relative to the Long-Term Performance Equity Plan. For periods presented during which the Company has net loss, the unvested performance 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 unvested performance 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 unvested performance shares for any periods presented.
v3.24.1.u1
Short-Term Investments (Tables)
 3 Months Ended
Mar. 29, 2024
Investments, Debt and Equity Securities [Abstract]  
Schedule of Available-for-Sale Debt Securities
As of March 29, 2024, the Company’s available-for-sale investments consisted of the following cost, unrealized positions and estimated fair value, disaggregated by class of instrument:

 Gross Unrealized
(in thousands)CostGainsLossesEstimated Fair Value
U.S. Treasury securities$115,297 $4 $(176)$115,125 
Corporate bonds62,128 1 (53)62,076 
Commercial paper instruments3,482 — (2)3,480 
Asset-backed securities2,964 — (6)2,958 
Total short-term investments$183,871 $5 $(237)$183,639 
The sale and/or maturity of available-for-sale investments resulted in the following realized activity during the first quarter of 2024:

First Quarter
(in thousands)2024
Gross realized gains$— 
Gross realized losses— 
Proceeds1,116 
v3.24.1.u1
Inventories (Tables)
 3 Months Ended
Mar. 29, 2024
Inventory Disclosure [Abstract]  
Summary of Inventories
Inventories consisted of the following:

(in thousands)March 29, 2024December 31, 2023
Finished products$246,307 $207,912 
Manufacturing materials72,239 71,560 
Plastic shells, plastic pallets and other inventories42,540 42,460 
Total inventories$361,086 $321,932 
v3.24.1.u1
Prepaid Expenses and Other Current Assets (Tables)
 3 Months Ended
Mar. 29, 2024
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)March 29, 2024December 31, 2023
Repair parts$31,317 $35,256 
Prepaid software9,774 9,427 
Prepaid taxes9,195 9,020 
Prepaid marketing5,462 4,703 
Commodity hedges at fair market value2,548 3,747 
Other prepaid expenses and other current assets31,297 26,432 
Total prepaid expenses and other current assets$89,593 $88,585 
v3.24.1.u1
Property, Plant and Equipment, Net (Tables)
 3 Months Ended
Mar. 29, 2024
Property, Plant and Equipment [Abstract]  
Summary of 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)March 29, 2024December 31, 2023Estimated Useful Lives
Land$99,858 $99,858 
Buildings391,483 390,852 
8-50 years
Machinery and equipment509,406 498,737 
5-20 years
Transportation equipment621,175 611,001 
3-20 years
Furniture and fixtures106,204 107,072 
3-10 years
Cold drink dispensing equipment451,490 449,508 
3-17 years
Leasehold and land improvements178,805 179,146 
5-20 years
Software for internal use49,611 49,611 
3-10 years
Construction in progress104,612 95,623 
Total property, plant and equipment, at cost2,512,644 2,481,408 
Less:  Accumulated depreciation and amortization1,190,963 1,160,845 
Property, plant and equipment, net$1,321,681 $1,320,563 
v3.24.1.u1
Leases (Tables)
 3 Months Ended
Mar. 29, 2024
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:

March 29, 2024December 31, 2023
Weighted average remaining lease term:
Operating leases6.6 years6.7 years
Financing leases3.3 years3.5 years
Weighted average discount rate:
Operating leases3.9 %3.8 %
Financing leases5.2 %5.2 %

Following is a summary of the Company’s leases within the condensed consolidated statements of operations:

First Quarter
(in thousands)20242023
Operating lease costs$7,789 $8,273 
Short-term and variable leases3,030 3,765 
Depreciation expense from financing leases412 411 
Interest expense on financing lease obligations92 121 
Total lease cost$11,323 $12,570 
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 March 29, 2024:
(in thousands)Operating LeasesFinancing Leases
Remainder of 2024$22,330 $2,114 
202524,341 2,869 
202621,115 1,233 
202718,614 338 
202813,890 345 
Thereafter39,045 620 
Total minimum lease payments including interest$139,335 $7,519 
Less:  Amounts representing interest17,271 601 
Present value of minimum lease principal payments122,064 6,918 
Less:  Current portion of lease liabilities25,085 2,536 
Noncurrent portion of lease liabilities$96,979 $4,382 

Following is a summary of future minimum lease payments for all noncancelable operating leases and financing leases as of December 31, 2023:

(in thousands)Operating LeasesFinancing Leases
2024$29,932 $2,808 
202524,329 2,869 
202621,115 1,233 
202718,614 338 
202813,890 345 
Thereafter39,022 620 
Total minimum lease payments including interest$146,902 $8,213 
Less:  Amounts representing interest18,437 694 
Present value of minimum lease principal payments128,465 7,519 
Less:  Current portion of lease liabilities26,194 2,487 
Noncurrent portion of lease liabilities$102,271 $5,032 
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 March 29, 2024:
(in thousands)Operating LeasesFinancing Leases
Remainder of 2024$22,330 $2,114 
202524,341 2,869 
202621,115 1,233 
202718,614 338 
202813,890 345 
Thereafter39,045 620 
Total minimum lease payments including interest$139,335 $7,519 
Less:  Amounts representing interest17,271 601 
Present value of minimum lease principal payments122,064 6,918 
Less:  Current portion of lease liabilities25,085 2,536 
Noncurrent portion of lease liabilities$96,979 $4,382 

Following is a summary of future minimum lease payments for all noncancelable operating leases and financing leases as of December 31, 2023:

(in thousands)Operating LeasesFinancing Leases
2024$29,932 $2,808 
202524,329 2,869 
202621,115 1,233 
202718,614 338 
202813,890 345 
Thereafter39,022 620 
Total minimum lease payments including interest$146,902 $8,213 
Less:  Amounts representing interest18,437 694 
Present value of minimum lease principal payments128,465 7,519 
Less:  Current portion of lease liabilities26,194 2,487 
Noncurrent portion of lease liabilities$102,271 $5,032 
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 Quarter
(in thousands)20242023
Cash flows from operating activities impact:
Operating leases$7,612 $8,028 
Interest payments on financing lease obligations92 121 
Total cash flows from operating activities impact$7,704 $8,149 
Cash flows from financing activities impact:
Principal payments on financing lease obligations$601 $558 
Total cash flows from financing activities impact$601 $558 
v3.24.1.u1
Distribution Agreements, Net (Tables)
 3 Months Ended
Mar. 29, 2024
Goodwill and Intangible Assets Disclosure [Abstract]  
Summary of Distribution Agreements, Net
Distribution agreements, net, which are amortized on a straight-line basis and have estimated useful lives of 20 to 40 years, consisted of the following:

(in thousands)March 29, 2024December 31, 2023
Distribution agreements at cost$990,191 $990,191 
Less: Accumulated amortization179,271 173,048 
Distribution agreements, net$810,920 $817,143 
Customer lists, net, which are amortized on a straight-line basis and have estimated useful lives of five to 12 years, consisted of the following:

(in thousands)March 29, 2024December 31, 2023
Customer lists at cost$25,288 $25,288 
Less: Accumulated amortization18,195 17,789 
Customer lists, net$7,093 $7,499 
v3.24.1.u1
Customer Lists, Net (Tables)
 3 Months Ended
Mar. 29, 2024
Goodwill and Intangible Assets Disclosure [Abstract]  
Summary of Customer Lists, Net
Distribution agreements, net, which are amortized on a straight-line basis and have estimated useful lives of 20 to 40 years, consisted of the following:

(in thousands)March 29, 2024December 31, 2023
Distribution agreements at cost$990,191 $990,191 
Less: Accumulated amortization179,271 173,048 
Distribution agreements, net$810,920 $817,143 
Customer lists, net, which are amortized on a straight-line basis and have estimated useful lives of five to 12 years, consisted of the following:

(in thousands)March 29, 2024December 31, 2023
Customer lists at cost$25,288 $25,288 
Less: Accumulated amortization18,195 17,789 
Customer lists, net$7,093 $7,499 
v3.24.1.u1
Other Accrued Liabilities (Tables)
 3 Months Ended
Mar. 29, 2024
Payables and Accruals [Abstract]  
Summary of Other Accrued Liabilities
Other accrued liabilities consisted of the following:

(in thousands)March 29, 2024December 31, 2023
Current portion of acquisition related contingent consideration$71,671 $64,528 
Accrued insurance costs59,385 54,040 
Accrued marketing costs51,760 55,799 
Employee and retiree benefit plan accruals32,440 34,203 
Accrued taxes (other than income taxes)8,733 7,474 
Accrued interest payable5,842 2,520 
All other accrued expenses24,634 19,430 
Total other accrued liabilities$254,465 $237,994 
v3.24.1.u1
Commodity Derivative Instruments (Tables)
 3 Months Ended
Mar. 29, 2024
Derivative Instruments and Hedging Activities Disclosure [Abstract]  
Summary of Pre-tax Changes in Fair Value The following table summarizes pre-tax changes in the fair values of the Company’s commodity derivative instruments and the classification of such changes in the condensed consolidated statements of operations:
First Quarter
(in thousands)20242023
Cost of sales$(1,156)$(395)
Selling, delivery and administrative expenses(43)(2,690)
Total loss$(1,199)$(3,085)
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)March 29, 2024December 31, 2023
Prepaid expenses and other current assets$2,548 $3,747 
Total assets$2,548 $3,747 
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)March 29, 2024December 31, 2023
Gross commodity derivative instrument assets$2,548 $3,747 
Gross commodity derivative instrument liabilities— — 
Summary of Outstanding Commodity Derivative Instruments
The following table summarizes the Company’s outstanding commodity derivative instruments:

(in thousands)March 29, 2024December 31, 2023
Notional amount of outstanding commodity derivative instruments$52,923 $50,187 
Latest maturity date of outstanding commodity derivative instrumentsDecember 2024December 2024
v3.24.1.u1
Fair Values of Financial Instruments (Tables)
 3 Months Ended
Mar. 29, 2024
Fair Value Disclosures [Abstract]  
Summary of 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 InstrumentFair Value
Level		Methods and Assumptions
Deferred compensation plan assets and liabilitiesLevel 1The 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.
Short-term investmentsLevel 1The fair values of the Company’s Level 1 short-term investments, which are U.S. Treasury securities, corporate bonds and asset-backed securities, are based on the quoted market prices of those securities which are actively traded on national exchanges.
Short-term investmentsLevel 2The fair values of the Company’s Level 2 short-term investments, which are commercial paper instruments, are based on estimated current market prices and have readily determinable fair market values.
Commodity derivative instrumentsLevel 2The 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 debtLevel 2The 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 considerationLevel 3The 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.
Summary of 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, short-term investments, commodity derivative instruments, long‑term debt and acquisition related contingent consideration:

March 29, 2024
(in thousands)Carrying
Amount		Total
Fair Value		Fair Value
Level 1		Fair Value
Level 2		Fair Value
Level 3
Assets:
Deferred compensation plan assets$73,132 $73,132 $73,132 $— $— 
Short-term investments183,639 183,639 180,159 3,480 — 
Commodity derivative instruments2,548 2,548 — 2,548 — 
Liabilities:
Deferred compensation plan liabilities73,132 73,132 73,132 — — 
Long-term debt599,293 580,800 — 580,800 — 
Acquisition related contingent consideration649,596 649,596 — — 649,596 

December 31, 2023
(in thousands)Carrying
Amount		Total
Fair Value		Fair Value
Level 1		Fair Value
Level 2		Fair Value
Level 3
Assets:
Deferred compensation plan assets$64,769 $64,769 $64,769 $— $— 
Commodity derivative instruments3,747 3,747 — 3,747 — 
Liabilities:
Deferred compensation plan liabilities64,769 64,769 64,769 — — 
Long-term debt599,159 579,000 — 579,000 — 
Acquisition related contingent consideration669,337 669,337 — — 669,337 
Summary of Acquisition Related Contingent Consideration Liability A summary of the Level 3 activity is as follows:
First Quarter
(in thousands)20242023
Beginning balance - Level 3 liability$669,337 $541,491 
Payments of acquisition related contingent consideration(9,700)(6,499)
Reclassification to current payables(4,500)(200)
(Decrease) increase in fair value(5,541)41,654 
Ending balance - Level 3 liability$649,596 $576,446 
v3.24.1.u1
Pension and Postretirement Benefit Obligations (Tables)
 3 Months Ended
Mar. 29, 2024
Retirement Benefits [Abstract]  
Summary of Components of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost
The components of net periodic pension cost related to the Bargaining Plan during the first quarter of 2024 and both the Bargaining Plan and the Primary Plan during the first quarter of 2023 were as follows:

First Quarter
(in thousands)20242023
Service cost$1,091 $1,099 
Interest cost589 3,508 
Expected return on plan assets(763)(2,914)
Recognized net actuarial loss— 973 
Amortization of prior service cost4 4 
Net periodic pension cost$921 $2,670 
The components of net periodic postretirement benefit cost were as follows:

First Quarter
(in thousands)20242023
Service cost$310 $294 
Interest cost781 698 
Recognized net actuarial loss26 — 
Net periodic postretirement benefit cost$1,117 $992 
v3.24.1.u1
Other Liabilities (Tables)
 3 Months Ended
Mar. 29, 2024
Other Liabilities Disclosure [Abstract]  
Summary of Other Liabilities
Other liabilities consisted of the following:

(in thousands)March 29, 2024December 31, 2023
Noncurrent portion of acquisition related contingent consideration$577,925 $604,809 
Accruals for executive benefit plans146,814 153,428 
Noncurrent deferred proceeds from related parties99,410 100,176 
Other7,447 8,086 
Total other liabilities$831,596 $866,499 
v3.24.1.u1
Long-Term Debt (Tables)
 3 Months Ended
Mar. 29, 2024
Debt Disclosure [Abstract]  
Summary of Long-term Debt
Following is a summary of the Company’s long-term debt:

(in thousands)Maturity
Date		Interest
Rate		Interest
Paid		Public/
Nonpublic		March 29,
2024		December 31,
2023
Senior bonds(1)
11/25/20253.80%Semi-annuallyPublic$350,000 $350,000 
Revolving credit facility(2)
7/9/2026VariableVariesNonpublic— — 
Senior notes10/10/20263.93%QuarterlyNonpublic100,000 100,000 
Senior notes3/21/20303.96%QuarterlyNonpublic150,000 150,000 
Unamortized discount on senior bonds(1)
11/25/2025(15)(17)
Debt issuance costs(692)(824)
Total long-term debt$599,293 $599,159 

(1)The senior bonds due in 2025 were issued at 99.975% of par.
(2)The Company’s revolving credit facility has an aggregate maximum borrowing capacity of $500 million. The Company currently believes all banks participating in the revolving credit facility have the ability to and will meet any funding requests from the Company.
v3.24.1.u1
Commitments and Contingencies (Tables)
 3 Months Ended
Mar. 29, 2024
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:

First Quarter
(in thousands)20242023
Purchases from Southeastern$36,964 $42,827 
Purchases from SAC50,556 49,605 
Total purchases from manufacturing cooperatives$87,520 $92,432 
v3.24.1.u1
Accumulated Other Comprehensive Income (Loss) (Tables)
 3 Months Ended
Mar. 29, 2024
Equity [Abstract]  
Summary of Accumulated Other Comprehensive (Loss)
Following is a summary of AOCI(L) for the first quarter of 2024 and the first quarter of 2023:

(in thousands)December 31, 2023Pre-tax ActivityTax EffectMarch 29, 2024
Net pension activity:
Actuarial gain$533 $— $— $533 
Prior service costs(97)4 (1)(94)
Net postretirement benefits activity:
Actuarial gain721 26 (6)741 
Prior service costs(624)— — (624)
Unrealized loss on short-term investments— (232)56 (176)
Reclassification of stranded tax effects(4,809)— — (4,809)
Total AOCI(L)$(4,276)$(202)$49 $(4,429)

As of December 31, 2023 and March 29, 2024, there were no gross actuarial losses or prior service costs included in accumulated other comprehensive loss associated with the Primary Plan. The Primary Plan settlement, which was completed during 2023, is reflected within the beginning balances above. All pension activity during 2024 was related to the Bargaining Plan.

(in thousands)December 31, 2022Pre-tax ActivityTax EffectMarch 31, 2023
Net pension activity:
Actuarial loss$(71,140)$973 $(238)$(70,405)
Prior service costs(105)4 (1)(102)
Net postretirement benefits activity:
Actuarial gain6,752 — — 6,752 
Prior service costs(624)— — (624)
Reclassification of stranded tax effects(19,720)— — (19,720)
Total AOCI(L)$(84,837)$977 $(239)$(84,099)
v3.24.1.u1
Supplemental Disclosures of Cash Flow Information (Tables)
 3 Months Ended
Mar. 29, 2024
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 Quarter
(in thousands)20242023
Short-term investments$(1,181)$— 
Accounts receivable, trade(12,081)(23,038)
Allowance for doubtful accounts515 887 
Accounts receivable from The Coca‑Cola Company(8,804)(10,807)
Accounts receivable, other437 1,058 
Inventories(39,154)10,232 
Prepaid expenses and other current assets(1,008)5,975 
Accounts payable, trade(1,812)(15,636)
Accounts payable to The Coca‑Cola Company66,995 26,521 
Other accrued liabilities16,471 6,445 
Accrued compensation(64,635)(51,175)
Change in current assets less current liabilities$(44,257)$(49,538)
v3.24.1.u1
Related Party Transactions - Narrative (Details)
$ in Thousands
 3 Months Ended
Mar. 29, 2024
USD ($)
shares
Mar. 31, 2023
USD ($)
Dec. 31, 2023
USD ($)
Related Party Transaction [Line Items]      
Payments of acquisition related contingent consideration $ 9,700 $ 6,499  
Lease liability, operating lease 122,064   $ 128,465
Rental payments related to leases $ 7,612 8,028  
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 $ 2,000 2,000  
J. Frank Harrison, III      
Related Party Transaction [Line Items]      
Voting power of stock held by related party (as a percent) 71.00%    
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    
The Coca-Cola Company      
Related Party Transaction [Line Items]      
Voting power of stock held by related party (as a percent) 9.00%    
Payments made to related party for concentrate syrup, sweetener, finished products and other purchases (as a percent) 0.80    
CCR | Comprehensive Beverage Agreement      
Related Party Transaction [Line Items]      
Payments of acquisition related contingent consideration $ 9,700 6,500  
Southeastern Container | Other Assets      
Related Party Transaction [Line Items]      
Equity investments 21,400   20,900
SAC      
Related Party Transaction [Line Items]      
Proceeds from management fees received from SAC, classified as reduction of cost of sales 2,300 2,200  
SAC | Other Assets      
Related Party Transaction [Line Items]      
Equity investments 19,100   17,200
CCBSS      
Related Party Transaction [Line Items]      
Accounts receivable 21,100   14,300
CONA      
Related Party Transaction [Line Items]      
Service fees 5,700 6,400  
CONA | Other Assets      
Related Party Transaction [Line Items]      
Equity investments 22,900   22,100
Beacon, Company Headquarters      
Related Party Transaction [Line Items]      
Lease liability, operating lease 21,700   $ 22,500
Rental payments related to leases $ 1,000 $ 1,000  
v3.24.1.u1
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
Mar. 29, 2024
Mar. 31, 2023
Related Party Transaction [Line Items]    
Payments made by the company to the coca-cola company $ 457,244 $ 469,527
Payments made by The Coca-Cola Company to the Company $ 55,398 $ 47,439
v3.24.1.u1
Related Party Transactions - Summary of Liability to Estimated Fair Value of Contingent Consideration (Details) - USD ($)
$ in Thousands
Mar. 29, 2024
Dec. 31, 2023
Related Party Transaction [Line Items]    
Current portion of acquisition related contingent consideration $ 71,671 $ 64,528
Noncurrent portion of acquisition related contingent consideration 577,925 604,809
CCR | Comprehensive Beverage Agreement    
Related Party Transaction [Line Items]    
Current portion of acquisition related contingent consideration 71,671 64,528
Noncurrent portion of acquisition related contingent consideration 577,925 604,809
Total acquisition related contingent consideration $ 649,596 $ 669,337
v3.24.1.u1
Revenue Recognition - Narrative (Details)
$ in Millions
 3 Months Ended
Mar. 29, 2024
USD ($)
category
Mar. 31, 2023
Dec. 31, 2023
USD ($)
Revenue From Contract With Customer [Line Items]      
Number of sales categories | category 2    
Reserve for customer return | $ $ 4.8   $ 4.5
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) 1.00%    
Post-Mix and Other      
Revenue From Contract With Customer [Line Items]      
Sales return estimated percentage (less than) 1.00%    
Revenue From Contract With Customer Benchmark | Timing of Sale | Point in Time Net Sales      
Revenue From Contract With Customer [Line Items]      
Sales (as a percent) 98.00% 98.00%  
v3.24.1.u1
Revenue Recognition - Summary of Disaggregation of Revenue from Contracts With Customers (Details) - USD ($)
$ in Thousands
 3 Months Ended
Mar. 29, 2024
Mar. 31, 2023
Disaggregation of Revenue [Line Items]    
Net sales $ 1,591,626 $ 1,571,642
Point in Time Net Sales    
Disaggregation of Revenue [Line Items]    
Net sales 1,561,145 1,533,288
Point in Time Net Sales | Nonalcoholic Beverages    
Disaggregation of Revenue [Line Items]    
Net sales 1,561,145 1,533,288
Over Time Net Sales    
Disaggregation of Revenue [Line Items]    
Net sales 30,481 38,354
Over Time Net Sales | Nonalcoholic Beverages    
Disaggregation of Revenue [Line Items]    
Net sales 13,567 12,124
Over Time Net Sales | All Other    
Disaggregation of Revenue [Line Items]    
Net sales $ 16,914 $ 26,230
v3.24.1.u1
Revenue Recognition - Summary of Activity for Allowance for Credit Losses (Details) - USD ($)
$ in Thousands
 3 Months Ended
Mar. 29, 2024
Mar. 31, 2023
Financing Receivable, Allowance for Credit Loss [Roll Forward]    
Beginning balance - allowance for credit losses $ 11,560 $ 13,119
Additions charged to expenses and as a reduction to net sales 725 1,631
Deductions (510) (744)
Ending balance - allowance for credit losses $ 11,775 $ 14,006
v3.24.1.u1
Segments - Narrative (Details)
 3 Months Ended
Mar. 29, 2024
segment
Segment Reporting Information [Line Items]  
Number of operating segments 3
All Other  
Segment Reporting Information [Line Items]  
Number of operating segments 2
v3.24.1.u1
Segments - Summary of Financial Information by Segment (Details) - USD ($)
$ in Thousands
 3 Months Ended
Mar. 29, 2024
Mar. 31, 2023
Net sales:    
Consolidated net sales $ 1,591,626 $ 1,571,642
Income from operations:    
Consolidated income from operations 215,406 206,054
Depreciation and amortization:    
Consolidated depreciation and amortization 46,751 43,509
Operating Segments | Nonalcoholic Beverages    
Net sales:    
Consolidated net sales 1,574,712 1,545,412
Income from operations:    
Consolidated income from operations 212,142 209,779
Depreciation and amortization:    
Consolidated depreciation and amortization 43,098 40,564
Operating Segments | All Other    
Net sales:    
Consolidated net sales 88,102 92,376
Income from operations:    
Consolidated income from operations 3,264 (3,725)
Depreciation and amortization:    
Consolidated depreciation and amortization 3,653 2,945
Eliminations    
Net sales:    
Consolidated net sales $ (71,188) $ (66,146)
v3.24.1.u1
Net Income Per Share - Summary of Computation of Basic Net Income Per Share and Diluted Net Income Per Share (Details) - USD ($)
$ / shares in Units, $ in Thousands
 3 Months Ended
Mar. 29, 2024
Mar. 31, 2023
Numerator for basic and diluted net income per Common Stock and Class B Common Stock share:    
Net income $ 165,741 $ 118,127
Less dividends:    
Total undistributed earnings – basic 11,075 85,319
Total undistributed earnings – diluted $ 11,075 $ 85,319
Diluted net income per share:    
Percentage undistributed earnings allocated to common stock diluted (as a percent) 100.00% 100.00%
Anti-dilutive shares (in shares) 0 0
Common Stock    
Less dividends:    
Common Stock $ 138,088 $ 29,291
Total undistributed earnings – basic 9,888 76,172
Total undistributed earnings – diluted 9,874 76,002
Numerator for basic net income per Common Stock share:    
Numerator for basic net income per Common Stock share 147,976 105,463
Numerator for diluted net income per Common Stock share:    
Numerator for diluted net income per Common Stock share $ 165,741 $ 118,127
Denominator for basic net income per Common Stock and Class B Common Stock share:    
Common Stock weighted average shares outstanding - basic (in shares) 8,369,000 8,369,000
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) 9,387,000 9,395,000
Basic net income per share:    
Common Stock (in dollars per share) $ 17.68 $ 12.60
Diluted net income per share:    
Common Stock (in dollars per share) $ 17.66 $ 12.57
Class B Common Stock    
Less dividends:    
Common Stock $ 16,578 $ 3,517
Total undistributed earnings – basic 1,187 9,147
Total undistributed earnings – diluted 1,201 9,317
Numerator for basic net income per Common Stock share:    
Numerator for basic net income per Common Stock share 17,765 12,664
Numerator for diluted net income per Common Stock share:    
Numerator for diluted net income per Common Stock share $ 17,779 $ 12,834
Denominator for basic net income per Common Stock and Class B Common Stock share:    
Common Stock weighted average shares outstanding - basic (in shares) 1,005,000 1,005,000
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) 1,018,000 1,026,000
Basic net income per share:    
Common Stock (in dollars per share) $ 17.68 $ 12.60
Diluted net income per share:    
Common Stock (in dollars per share) $ 17.46 $ 12.51
v3.24.1.u1
Short-Term Investments - Summary of Available-for-Sale Debt Securities (Details)
$ in Thousands
Mar. 29, 2024
USD ($)
Debt Securities, Available-for-Sale [Line Items]  
Cost $ 183,871
Gross Unrealized Gains 5
Gross Unrealized Losses (237)
Estimated Fair Value 183,639
U.S. Treasury securities  
Debt Securities, Available-for-Sale [Line Items]  
Cost 115,297
Gross Unrealized Gains 4
Gross Unrealized Losses (176)
Estimated Fair Value 115,125
Corporate bonds  
Debt Securities, Available-for-Sale [Line Items]  
Cost 62,128
Gross Unrealized Gains 1
Gross Unrealized Losses (53)
Estimated Fair Value 62,076
Commercial paper instruments  
Debt Securities, Available-for-Sale [Line Items]  
Cost 3,482
Gross Unrealized Gains 0
Gross Unrealized Losses (2)
Estimated Fair Value 3,480
Asset-backed securities  
Debt Securities, Available-for-Sale [Line Items]  
Cost 2,964
Gross Unrealized Gains 0
Gross Unrealized Losses (6)
Estimated Fair Value $ 2,958
v3.24.1.u1
Short-Term Investments - Summary of Available-for-Sale Short Term Investments (Details) - USD ($)
 3 Months Ended
Mar. 29, 2024
Mar. 31, 2023
Investments, Debt and Equity Securities [Abstract]    
Gross realized gains $ 0 $ 0
Gross realized losses 0 0
Proceeds $ 1,116,000 $ 0
v3.24.1.u1
Short-Term Investments - Narrative (Details) - USD ($)
 3 Months Ended
Mar. 29, 2024
Mar. 31, 2023
Investments, Debt and Equity Securities [Abstract]    
Gross realized losses $ 0 $ 0
Gross realized gains $ 0 0
Short-term investments   $ 0
v3.24.1.u1
Inventories - Summary of Inventories (Details) - USD ($)
$ in Thousands
Mar. 29, 2024
Dec. 31, 2023
Inventory Disclosure [Abstract]    
Finished products $ 246,307 $ 207,912
Manufacturing materials 72,239 71,560
Plastic shells, plastic pallets and other inventories 42,540 42,460
Total inventories $ 361,086 $ 321,932
v3.24.1.u1
Prepaid Expenses and Other Current Assets - Summary of Prepaid Expenses and Other Current Assets (Details) - USD ($)
$ in Thousands
Mar. 29, 2024
Dec. 31, 2023
Prepaid Expense and Other Assets [Abstract]    
Repair parts $ 31,317 $ 35,256
Prepaid software 9,774 9,427
Prepaid taxes 9,195 9,020
Prepaid marketing 5,462 4,703
Commodity hedges at fair market value 2,548 3,747
Other prepaid expenses and other current assets 31,297 26,432
Total prepaid expenses and other current assets $ 89,593 $ 88,585
v3.24.1.u1
Property, Plant and Equipment, Net - Summary of Principal Categories and Estimated Useful Lives of Property, Plant and Equipment, Net (Details) - USD ($)
$ in Thousands
Mar. 29, 2024
Dec. 31, 2023
Property, Plant and Equipment [Line Items]    
Total property, plant and equipment, at cost $ 2,512,644 $ 2,481,408
Less:  Accumulated depreciation and amortization 1,190,963 1,160,845
Property, plant and equipment, net 1,321,681 1,320,563
Land    
Property, Plant and Equipment [Line Items]    
Total property, plant and equipment, at cost 99,858 99,858
Buildings    
Property, Plant and Equipment [Line Items]    
Total property, plant and equipment, at cost $ 391,483 390,852
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 $ 509,406 498,737
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 $ 621,175 611,001
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 $ 106,204 107,072
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 $ 451,490 449,508
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 $ 178,805 179,146
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 $ 49,611 49,611
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 $ 104,612 $ 95,623
v3.24.1.u1
Leases - Summary of Weighted Average Remaining Lease Term and Weighted Average Discount Rate for Population of Leases (Details)
Mar. 29, 2024
Dec. 31, 2023
Operating leases    
Weighted average remaining lease term (in years) 6 years 7 months 6 days 6 years 8 months 12 days
Weighted average discount rate 3.90% 3.80%
Financing leases    
Weighted average remaining lease term (in years) 3 years 3 months 18 days 3 years 6 months
Weighted average discount rate 5.20% 5.20%
v3.24.1.u1
Leases - Summary of Balances Related to Lease Portfolio within Condensed Consolidated Statement of Operations (Details) - USD ($)
$ in Thousands
 3 Months Ended
Mar. 29, 2024
Mar. 31, 2023
Leases [Abstract]    
Operating lease costs $ 7,789 $ 8,273
Short-term and variable leases 3,030 3,765
Depreciation expense from financing leases 412 411
Interest expense on financing lease obligations 92 121
Total lease cost $ 11,323 $ 12,570
v3.24.1.u1
Leases - Summary of Future Minimum Lease Payments For Noncancelable Operating And Financing Leases (Details) - USD ($)
$ in Thousands
Mar. 29, 2024
Dec. 31, 2023
Operating Leases    
Remainder of 2024 $ 22,330  
2025 24,341 $ 29,932
2026 21,115 24,329
2027 18,614 21,115
2028 13,890 18,614
Thereafter 39,045  
Total minimum lease payments including interest 139,335 146,902
Less:  Amounts representing interest 17,271 18,437
Present value of minimum lease principal payments 122,064 128,465
Less: Current portion of lease liabilities - operating leases 25,085 26,194
Noncurrent portion of lease liabilities - operating leases 96,979 102,271
Financing Leases    
Remainder of 2024 2,114  
2025 2,869 2,808
2026 1,233 2,869
2027 338 1,233
2028 345 338
Thereafter 620  
Total minimum lease payments including interest 7,519 8,213
Less:  Amounts representing interest 601 694
Present value of minimum lease principal payments 6,918 7,519
Less: Current portion of lease liabilities - financing leases 2,536 2,487
Noncurrent portion of lease liabilities - financing leases $ 4,382 $ 5,032
v3.24.1.u1
Leases - Summary of Future Minimum Lease Payments For Noncancelable Operating And Financing Leases, Year End (Details) - USD ($)
$ in Thousands
Mar. 29, 2024
Dec. 31, 2023
Operating Leases    
2024 $ 24,341 $ 29,932
2025 21,115 24,329
2026 18,614 21,115
2027 13,890 18,614
2028   13,890
Thereafter   39,022
Total minimum lease payments including interest 139,335 146,902
Less:  Amounts representing interest 17,271 18,437
Present value of minimum lease principal payments 122,064 128,465
Less: Current portion of lease liabilities - operating leases 25,085 26,194
Noncurrent portion of lease liabilities - operating leases 96,979 102,271
Financing Leases    
2024 2,869 2,808
2025 1,233 2,869
2026 338 1,233
2027 345 338
2028   345
Thereafter   620
Total minimum lease payments including interest 7,519 8,213
Less:  Amounts representing interest 601 694
Present value of minimum lease principal payments 6,918 7,519
Less: Current portion of lease liabilities - financing leases 2,536 2,487
Noncurrent portion of lease liabilities - financing leases $ 4,382 $ 5,032
v3.24.1.u1
Leases - Summary of Balances Related to Leases within Condensed Consolidated Statement of Cash Flow (Details) - USD ($)
$ in Thousands
 3 Months Ended
Mar. 29, 2024
Mar. 31, 2023
Cash flows from operating activities impact:    
Operating leases $ 7,612 $ 8,028
Interest payments on financing lease obligations 92 121
Total cash flows from operating activities impact 7,704 8,149
Cash flows from financing activities impact:    
Principal payments on financing lease obligations 601 558
Total cash flows from financing activities impact $ 601 $ 558
v3.24.1.u1
Distribution Agreements, Net - Narrative (Details) - Distribution agreements, net
Mar. 29, 2024
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
v3.24.1.u1
Distribution Agreements, Net - Summary of Distribution Agreements, Net (Details) - Distribution agreements, net - USD ($)
$ in Thousands
Mar. 29, 2024
Dec. 31, 2023
Finite-Lived Intangible Assets [Line Items]    
Distribution agreements at cost $ 990,191 $ 990,191
Less: Accumulated amortization 179,271 173,048
Distribution agreements, net $ 810,920 $ 817,143
v3.24.1.u1
Customer Lists, Net - Narrative (Details) - Customer lists, net
Mar. 29, 2024
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
v3.24.1.u1
Customer Lists, Net - Summary of Customer Lists, Net (Details) - Customer lists, net - USD ($)
$ in Thousands
Mar. 29, 2024
Dec. 31, 2023
Finite-Lived Intangible Assets [Line Items]    
Customer lists at cost $ 25,288 $ 25,288
Less: Accumulated amortization 18,195 17,789
Distribution agreements, net $ 7,093 $ 7,499
v3.24.1.u1
Supply Chain Finance Program (Details) - USD ($)
$ in Millions
Mar. 29, 2024
Dec. 31, 2023
Commitments and Contingencies Disclosure [Abstract]    
Outstanding obligation current $ 50.2 $ 55.1
v3.24.1.u1
Other Accrued Liabilities - Summary of Other Accrued Liabilities (Details) - USD ($)
$ in Thousands
Mar. 29, 2024
Dec. 31, 2023
Payables and Accruals [Abstract]    
Current portion of acquisition related contingent consideration $ 71,671 $ 64,528
Accrued insurance costs 59,385 54,040
Accrued marketing costs 51,760 55,799
Employee and retiree benefit plan accruals 32,440 34,203
Accrued taxes (other than income taxes) 8,733 7,474
Accrued interest payable 5,842 2,520
All other accrued expenses 24,634 19,430
Total other accrued liabilities $ 254,465 $ 237,994
v3.24.1.u1
Commodity Derivative Instruments - Summary of Pre-tax Changes in Fair Value (Details) - USD ($)
$ in Thousands
 3 Months Ended
Mar. 29, 2024
Mar. 31, 2023
Derivative Instruments, Gain (Loss) [Line Items]    
Total loss $ (1,199) $ (3,085)
Commodity derivative instruments | Cost of sales    
Derivative Instruments, Gain (Loss) [Line Items]    
Total loss (1,156) (395)
Commodity derivative instruments | Selling, delivery and administrative expenses    
Derivative Instruments, Gain (Loss) [Line Items]    
Total loss $ (43) $ (2,690)
v3.24.1.u1
Commodity Derivative Instruments - Summary of Fair Values and Classification in Condensed Consolidated Balance Sheets of Derivative Instruments (Details) - USD ($)
$ in Thousands
Mar. 29, 2024
Dec. 31, 2023
Derivatives, Fair Value [Line Items]    
Prepaid expenses and other current assets $ 2,548 $ 3,747
Commodity derivative instruments    
Derivatives, Fair Value [Line Items]    
Prepaid expenses and other current assets 2,548 3,747
Total assets 2,548 3,747
Gross commodity derivative instrument assets 2,548 3,747
Gross commodity derivative instrument liabilities $ 0 $ 0
v3.24.1.u1
Commodity Derivative Instruments - Summary of Outstanding Commodity Derivative Instruments (Details) - USD ($)
$ in Thousands
Mar. 29, 2024
Dec. 31, 2023
Commodity derivative instruments    
Derivative Instruments and Hedging Activities Disclosures [Line Items]    
Notional amount of outstanding commodity derivative instruments $ 52,923 $ 50,187
v3.24.1.u1
Fair Values of Financial Instruments - Summary of Deferred Compensation Plan, Commodity Derivative Instruments, Debt and Acquisition Related Contingent Consideration (Details) - USD ($)
$ in Thousands
Mar. 29, 2024
Dec. 31, 2023
Mar. 31, 2023
Dec. 31, 2022
Assets:        
Short-term investments $ 183,639 $ 0    
Commodity derivative instruments        
Assets:        
Commodity derivative instruments 2,548 3,747    
Fair Value Level 3        
Liabilities:        
Acquisition related contingent consideration 649,596 669,337 $ 576,446 $ 541,491
Carrying Amount        
Assets:        
Deferred compensation plan assets 73,132 64,769    
Short-term investments 183,639      
Liabilities:        
Deferred compensation plan liabilities 73,132 64,769    
Long-term debt 599,293 599,159    
Acquisition related contingent consideration 649,596 669,337    
Carrying Amount | Commodity derivative instruments        
Assets:        
Commodity derivative instruments 2,548 3,747    
Total Fair Value        
Assets:        
Deferred compensation plan assets 73,132 64,769    
Short-term investments 183,639      
Liabilities:        
Deferred compensation plan liabilities 73,132 64,769    
Long-term debt 580,800 579,000    
Acquisition related contingent consideration 649,596 669,337    
Total Fair Value | Commodity derivative instruments        
Assets:        
Commodity derivative instruments 2,548 3,747    
Total Fair Value | Fair Value Level 1        
Assets:        
Deferred compensation plan assets 73,132 64,769    
Short-term investments 180,159      
Liabilities:        
Deferred compensation plan liabilities 73,132 64,769    
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    
Total Fair Value | Fair Value Level 2        
Assets:        
Deferred compensation plan assets 0 0    
Short-term investments 3,480      
Liabilities:        
Deferred compensation plan liabilities 0 0    
Long-term debt 580,800 579,000    
Acquisition related contingent consideration 0 0    
Total Fair Value | Fair Value Level 2 | Commodity derivative instruments        
Assets:        
Commodity derivative instruments 2,548 3,747    
Total Fair Value | Fair Value Level 3        
Assets:        
Deferred compensation plan assets 0 0    
Short-term investments 0      
Liabilities:        
Deferred compensation plan liabilities 0 0    
Long-term debt 0 0    
Acquisition related contingent consideration 649,596 669,337    
Total Fair Value | Fair Value Level 3 | Commodity derivative instruments        
Assets:        
Commodity derivative instruments $ 0 $ 0    
v3.24.1.u1
Fair Values of Financial Instruments - Narrative (Details)
$ in Millions
 3 Months Ended
Mar. 29, 2024
USD ($)
Mar. 31, 2023
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Time period for acquisition related contingent consideration arrangements 5 years  
Amount payable annually under acquisition related contingent consideration arrangements, value, low $ 50  
Amount payable annually under acquisition related contingent consideration arrangements, value, high $ 70  
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 (as a percent) 0.089 0.087
Distribution Assets    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Estimated useful life (in years) 40 years  
v3.24.1.u1
Fair Values of Financial Instruments - Summary of Acquisition Related Contingent Consideration Liability (Details) - USD ($)
$ in Thousands
 3 Months Ended
Mar. 29, 2024
Mar. 31, 2023
Business Combination, Contingent Consideration, Liability [Roll Forward]    
Payments of acquisition related contingent consideration $ (9,700) $ (6,499)
(Decrease) increase in fair value (5,541) 41,654
Level 3    
Business Combination, Contingent Consideration, Liability [Roll Forward]    
Beginning balance - Level 3 liability 669,337 541,491
Payments of acquisition related contingent consideration (9,700) (6,499)
Reclassification to current payables (4,500) (200)
(Decrease) increase in fair value (5,541) 41,654
Ending balance - Level 3 liability $ 649,596 $ 576,446
v3.24.1.u1
Income Taxes (Details) - USD ($)
$ in Thousands
 3 Months Ended
Mar. 29, 2024
Mar. 31, 2023
Dec. 31, 2023
Income Tax Disclosure [Abstract]      
Effective income tax rate (as a percent) 25.60% 25.80%  
Income tax expense $ 57,094 $ 41,075  
Uncertain tax positions 400   $ 400
Uncertain tax positions that would affect tax rate $ 400   $ 400
v3.24.1.u1
Pension and Postretirement Benefit Obligations - Narrative (Details)
$ in Millions
 9 Months Ended
Dec. 31, 2023
USD ($)
Mar. 29, 2024
USD ($)
Dec. 31, 2022
benefit_plan
Defined Benefit Plan Disclosure [Line Items]      
Pension cost (reversal of cost) $ 112.8    
Pension Plans      
Defined Benefit Plan Disclosure [Line Items]      
Number of company-sponsored pension plans | benefit_plan     2
Pension Plans | Bargaining Plan | Maximum      
Defined Benefit Plan Disclosure [Line Items]      
Expected future employer contributions, next fiscal year   $ 2.0  
v3.24.1.u1
Pension and Postretirement Benefit Obligations - Summary of Components of Total Pension Expense (Details) - Pension Plans - USD ($)
$ in Thousands
 3 Months Ended
Mar. 29, 2024
Mar. 31, 2023
Defined Benefit Plan Disclosure [Line Items]    
Service cost   $ 1,099
Interest cost   3,508
Expected return on plan assets   (2,914)
Recognized net actuarial loss   973
Amortization of prior service cost   4
Net periodic postretirement benefit cost   $ 2,670
Bargaining Plan    
Defined Benefit Plan Disclosure [Line Items]    
Service cost $ 1,091  
Interest cost 589  
Expected return on plan assets (763)  
Recognized net actuarial loss 0  
Amortization of prior service cost 4  
Net periodic postretirement benefit cost $ 921  
v3.24.1.u1
Pension and Postretirement Benefit Obligations - Components of Net Periodic Postretirement Benefit Cost (Details) - Postretirement Benefits - USD ($)
$ in Thousands
 3 Months Ended
Mar. 29, 2024
Mar. 31, 2023
Defined Benefit Plan Disclosure [Line Items]    
Service cost $ 310 $ 294
Interest cost 781 698
Recognized net actuarial loss 26 0
Net periodic postretirement benefit cost $ 1,117 $ 992
v3.24.1.u1
Other Liabilities - Summary of Other Liabilities (Details) - USD ($)
$ in Thousands
Mar. 29, 2024
Dec. 31, 2023
Other Liabilities Disclosure [Abstract]    
Noncurrent portion of acquisition related contingent consideration $ 577,925 $ 604,809
Accruals for executive benefit plans 146,814 153,428
Noncurrent deferred proceeds from related parties 99,410 100,176
Other 7,447 8,086
Total other liabilities $ 831,596 $ 866,499
v3.24.1.u1
Long-Term Debt - Summary of Long-term Debt (Details) - USD ($)
$ in Thousands
Mar. 29, 2024
Dec. 31, 2023
Debt Instrument [Line Items]    
Debt issuance costs $ (692) $ (824)
Total long-term debt $ 599,293 599,159
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 (15) (17)
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
v3.24.1.u1
Long-Term Debt - Summary of Debt, Footnotes (Details) - USD ($)
Mar. 29, 2024
Jul. 09, 2021
3.80% Senior Notes 11/25/2025 | Public | Senior Notes    
Debt Instrument [Line Items]    
Senior notes, issued at par (as a percent) 99.975%  
2021 Revolving Credit Facility Agreement | Non-public | Line of Credit | Revolving Credit Facility    
Debt Instrument [Line Items]    
Aggregate maximum borrowing capacity   $ 500,000,000
v3.24.1.u1
Long-Term Debt - Narrative (Details)
 3 Months Ended
Mar. 29, 2024
USD ($)
financial_covenant
Debt Disclosure [Abstract]  
Number of financial covenants | financial_covenant 2
Debt issued by subsidiaries $ 0
Guarantees of company debt $ 0
v3.24.1.u1
Commitments and Contingencies - Narrative (Details)
case in Millions, $ in Millions
 3 Months Ended 12 Months Ended
Mar. 29, 2024
USD ($)
case
Mar. 31, 2023
case
Dec. 31, 2023
USD ($)
Loss Contingencies [Line Items]      
Letters of credit totaled $ 37.6   $ 37.6
Long-term marketing contractual arrangements $ 135.1    
Southeastern      
Loss Contingencies [Line Items]      
Purchase requirements of plastic bottles, percentage (at least) 80.00%    
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 6.1 6.2  
Debt guarantee for related party $ 0.0   9.5
Impairment of investment $ 0.0   $ 0.0
v3.24.1.u1
Commitments and Contingencies - Summary of Company's Purchases from Manufacturing Cooperatives (Details) - USD ($)
$ in Thousands
 3 Months Ended
Mar. 29, 2024
Mar. 31, 2023
Loss Contingencies [Line Items]    
Total purchases from manufacturing cooperatives $ 87,520 $ 92,432
Southeastern    
Loss Contingencies [Line Items]    
Total purchases from manufacturing cooperatives 36,964 42,827
SAC    
Loss Contingencies [Line Items]    
Total purchases from manufacturing cooperatives $ 50,556 $ 49,605
v3.24.1.u1
Accumulated Other Comprehensive Income (Loss) - Summary of Accumulated Other Comprehensive (Loss) (Details) - USD ($)
$ in Thousands
 3 Months Ended
Mar. 29, 2024
Mar. 31, 2023
Dec. 31, 2023
AOCI Attributable to Parent, Net of Tax [Roll Forward]      
Beginning balance $ 1,435,598 $ 1,115,388  
Ending balance 1,601,186 1,234,253  
Reclassification of stranded tax effects      
AOCI Attributable to Parent, Net of Tax [Roll Forward]      
Beginning balance (4,809) (19,720)  
Pre-tax Activity 0 0  
Tax Effect 0 0  
Ending balance (4,809) (19,720)  
Total AOCI      
AOCI Attributable to Parent, Net of Tax [Roll Forward]      
Beginning balance (4,276) (84,837)  
Pre-tax Activity (202) 977  
Tax Effect 49 (239)  
Ending balance (4,429) (84,099)  
Unrealized loss on short-term investments      
AOCI Attributable to Parent, Net of Tax [Roll Forward]      
Beginning balance 0    
Pre-tax Activity (232)    
Tax Effect 56    
Ending balance (176)    
Pension Plan | Primary Plan      
AOCI Attributable to Parent, Net of Tax [Roll Forward]      
Actuarial losses included in accumulated other comprehensive loss 0   $ 0
Pension Plan | Actuarial gain      
AOCI Attributable to Parent, Net of Tax [Roll Forward]      
Beginning balance   (71,140)  
Pre-tax Activity   973  
Tax Effect   (238)  
Ending balance   (70,405)  
Pension Plan | Actuarial gain | Bargaining Plan      
AOCI Attributable to Parent, Net of Tax [Roll Forward]      
Beginning balance 533    
Pre-tax Activity 0    
Tax Effect 0    
Ending balance 533    
Pension Plan | Prior service costs      
AOCI Attributable to Parent, Net of Tax [Roll Forward]      
Beginning balance   (105)  
Pre-tax Activity   4  
Tax Effect   (1)  
Ending balance   (102)  
Pension Plan | Prior service costs | Bargaining Plan      
AOCI Attributable to Parent, Net of Tax [Roll Forward]      
Beginning balance (97)    
Pre-tax Activity 4    
Tax Effect (1)    
Ending balance (94)    
Postretirement Benefits | Actuarial gain      
AOCI Attributable to Parent, Net of Tax [Roll Forward]      
Beginning balance 721 6,752  
Pre-tax Activity 26 0  
Tax Effect (6) 0  
Ending balance 741 6,752  
Postretirement Benefits | Prior service costs      
AOCI Attributable to Parent, Net of Tax [Roll Forward]      
Beginning balance (624) (624)  
Pre-tax Activity 0 0  
Tax Effect 0 0  
Ending balance $ (624) $ (624)  
v3.24.1.u1
Supplemental Disclosures of Cash Flow Information - Summary of Changes in Current Assets and Current Liabilities Affecting Cash Flows (Details) - USD ($)
$ in Thousands
 3 Months Ended
Mar. 29, 2024
Mar. 31, 2023
Supplemental Cash Flow Elements [Abstract]    
Short-term investments $ (1,181) $ 0
Accounts receivable, trade (12,081) (23,038)
Allowance for doubtful accounts 515 887
Accounts receivable from The Coca‑Cola Company (8,804) (10,807)
Accounts receivable, other 437 1,058
Inventories (39,154) 10,232
Prepaid expenses and other current assets (1,008) 5,975
Accounts payable, trade (1,812) (15,636)
Accounts payable to The Coca‑Cola Company 66,995 26,521
Other accrued liabilities 16,471 6,445
Accrued compensation (64,635) (51,175)
Change in current assets less current liabilities $ (44,257) $ (49,538)
v3.24.1.u1
Subsequent Events - Additional Information (Details) - Subsequent Event
$ in Billions
May 06, 2024
USD ($)
Tender Offer and Purchase Agreement  
Subsequent Event [Line Items]  
Authorized repurchase amount $ 3.1
Tender Offer  
Subsequent Event [Line Items]  
Authorized repurchase amount $ 2.0
Coca Cola Consolidated (NASDAQ:COKE)
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Coca Cola Consolidated (NASDAQ:COKE)
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