Keurig Dr Pepper Announces Pricing of Secondary Offering of Common Stock by JAB

Rhea-AI Summary

Keurig Dr Pepper (NASDAQ: KDP) has announced the pricing of a secondary offering of 75 million shares by JAB Holding Company at $33.45 per share. Following the offering's completion, JAB's ownership in KDP will decrease to approximately 4.4% of outstanding common stock. The remaining shares owned by JAB will be subject to a 60-day lock-up agreement with J.P. Morgan, who is acting as the underwriter. KDP, a leading North American beverage company, generates annual revenue exceeding $15 billion and maintains a portfolio of over 125 brands, including Dr Pepper, Snapple, and Keurig, with leadership positions across various beverage categories.

Positive

• JAB's reduced ownership could increase KDP's public float and potentially improve stock liquidity
• The offering demonstrates market confidence in KDP's valuation at $33.45 per share
• KDP maintains strong market position with $15+ billion annual revenue and 125+ brand portfolio

Negative

• Large secondary offering of 75 million shares could create temporary selling pressure
• Significant reduction in JAB's strategic ownership might affect long-term corporate governance
• 60-day lock-up period could lead to additional selling pressure when it expires

Insights

Financial Analyst

JAB Holding is selling 75 million KDP shares for $2.5 billion, reducing ownership to 4.4% in significant shareholder transition.

This secondary offering represents a major ownership shift for Keurig Dr Pepper, with JAB Holding Company pricing 75 million shares at $33.45 each—a transaction valued at approximately $2.5 billion. Following completion, JAB's ownership position will decline to just 4.4% of KDP's outstanding common stock.

The structure as a secondary offering is significant—these proceeds go to JAB rather than KDP, making this purely an ownership transfer with no direct impact on KDP's capital structure or operations. The remaining JAB-owned shares will be subject to a 60-day lock-up agreement with the underwriter, temporarily preventing further sales.

This transaction continues JAB's gradual reduction of its KDP stake, which began following the 2018 merger between Keurig Green Mountain (which JAB acquired in 2016) and Dr Pepper Snapple Group. The size of this offering signals a substantial decrease in JAB's influence over KDP's governance and strategic direction.

For context, KDP remains a beverage powerhouse with annual revenue exceeding $15 billion, holding leadership positions across multiple beverage categories including carbonated soft drinks, coffee, and water. The company's fundamental business operations and market position remain unchanged by this ownership transition.

Large secondary offerings like this typically create temporary selling pressure as markets absorb the additional share supply. However, the long-term impact depends more on KDP's ongoing operational performance than on changes to its shareholder composition.

BURLINGTON, Mass. and FRISCO, Texas, May 1, 2025 /PRNewswire/ -- Keurig Dr Pepper (NASDAQ: KDP) (the "Company or "KDP") announced today the pricing of its previously-announced registered public offering of 75,000,000 shares through a secondary offering by a subsidiary of JAB Holding Company s.a.r.l. ("JAB"), at a price to the public of $33.45 per share.  

Following the completion of the offering, JAB will beneficially own approximately 4.4% of KDP's outstanding common stock. The remaining shares beneficially owned by JAB will be subject to a 60-day lock-up agreement with the underwriter.

J.P. Morgan is acting as the underwriter for the secondary offering.

The offering will be made only by means of an effective registration statement and a prospectus. The Company has previously filed with the U.S. Securities and Exchange Commission (the "SEC") a registration statement (including a prospectus) on Form S-3 (File No. 333-266989) and a prospectus supplement, each dated August 19, 2022, as well as a preliminary prospectus supplement for the offering to which this communication relates. Before you invest, you should read the prospectus in that registration statement, the accompanying prospectus supplements and other documents the issuer has filed with the SEC for more complete information about the issuer and this offering. The offering will be made only by means of a prospectus and related prospectus supplements relating to the offering, copies of which may be obtained from J.P. Morgan Securities LLC, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, by telephone at 866-803-9204 or by email at prospectus-eq_fi@jpmchase.com. These documents can also be accessed through the SEC's website at www.sec.gov. This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

Investors:
Investor Relations
Keurig Dr Pepper
T: 888-340-5287 / IR@kdrp.com

Media:
Katie Gilroy
Keurig Dr Pepper
T: 781-418-3345 / katie.gilroy@kdrp.com

About Keurig Dr Pepper

Keurig Dr Pepper (Nasdaq: KDP) is a leading beverage company in North America, with a portfolio of more than 125 owned, licensed and partner brands and powerful distribution capabilities to provide a beverage for every need, anytime, anywhere. With annual revenue of more than $15 billion, we hold leadership positions in beverage categories including carbonated soft drinks, coffee, tea, water, juice and mixers, and have the #1 single serve coffee brewing system in the U.S. and Canada. Our innovative partnership model builds emerging growth platforms in categories such as premium coffee, energy, sports hydration and ready-to-drink coffee. Our brands include Keurig®, Dr Pepper®, Canada Dry®, Mott's®, A&W®, Peñafiel®, Snapple®, 7UP®, Green Mountain Coffee Roasters®, GHOST®, Clamato®, Core Hydration® and The Original Donut Shop®. Driven by a purpose to Drink Well. Do Good., our 29,000 employees aim to enhance the experience of every beverage occasion and to make a positive impact for people, communities and the planet.

FORWARD-LOOKING STATEMENTS

Certain statements contained herein are "forward-looking statements" within the meaning of applicable securities laws and regulations. These forward-looking statements can generally be identified by the use of words such as "outlook," "guidance," "anticipate," "expect," "believe," "could," "estimate," "feel," "forecast," "intend," "may," "plan," "potential," "project," "should," "target," "will," "would," and similar words. Forward-looking statements by their nature address matters that are, to different degrees, uncertain. These statements are based on the current expectations of our management, are not predictions of actual performance, and actual results may differ materially.

Forward-looking statements are subject to a number of risks and uncertainties, including the factors disclosed in our Annual Report on Form 10-K, the prospectus supplements and subsequent filings with the SEC. We are under no obligation to update, modify or withdraw any forward-looking statements, except as required by applicable law.

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SOURCE Keurig Dr Pepper

FAQ

How many shares is JAB selling in KDP's secondary offering?

JAB is selling 75 million shares of Keurig Dr Pepper (KDP) in the secondary offering at $33.45 per share.

What will be JAB's ownership percentage in KDP after the secondary offering?

Following the completion of the offering, JAB will beneficially own approximately 4.4% of KDP's outstanding common stock.

Who is the underwriter for KDP's secondary offering?

J.P. Morgan is acting as the underwriter for the secondary offering.

What is the lock-up period for JAB's remaining KDP shares?

JAB's remaining shares will be subject to a 60-day lock-up agreement with the underwriter.

What is the price per share for KDP's secondary offering?

The secondary offering is priced at $33.45 per share.