Keurig Dr Pepper Announces Secondary Offering of Common Stock by JAB

Rhea-AI Summary

Keurig Dr Pepper (NASDAQ: KDP) announced that JAB Holding Company will sell 75 million shares of KDP common stock through a registered public offering. After the offering, 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 with annual revenue exceeding $15 billion, maintains a diverse portfolio of over 125 brands and holds leadership positions in various beverage categories, including carbonated soft drinks, coffee, tea, water, juice, and mixers.

Positive

• None.

Negative

• JAB Holding Company's significant share sale could create downward pressure on KDP stock price
• Reduction in strategic investor ownership as JAB reduces stake to just 4.4%
• Large volume of shares (75 million) entering the market could increase supply and affect stock price

Insights

Financial Analyst

JAB Holding is selling 75M KDP shares, reducing its stake to 4.4%, signaling a significant ownership shift with neutral immediate business impact.

This announcement details a substantial ownership change for Keurig Dr Pepper, with JAB Holding Company executing a secondary offering of 75 million shares. Following this transaction, JAB will own approximately 4.4% of KDP's outstanding common stock, representing a significant reduction in their ownership position.

A secondary offering differs from a primary offering in that no new shares are being created - JAB is simply selling existing shares to new investors. This means the transaction won't dilute existing shareholders or raise new capital for KDP itself. The company won't receive any proceeds from this sale.

The press release notes that JAB's remaining shares will be subject to a 60-day lock-up agreement with the underwriter (J.P. Morgan). This standard provision prevents further sales during this period, providing temporary stability in the ownership structure.

For context, Keurig Dr Pepper is a major beverage company with annual revenue exceeding $15 billion and a diverse portfolio of over 125 brands. The company holds leadership positions across multiple beverage categories including carbonated soft drinks, coffee, tea, water, juice and mixers.

This transaction represents a notable shift in KDP's shareholder base, though the immediate practical impact on day-to-day operations appears neutral. Large secondary offerings typically require careful execution by underwriters to minimize market disruption, particularly when representing a significant ownership stake change in a major corporation.

BURLINGTON, Mass. and FRISCO, Texas, May 1, 2025 /PRNewswire/ -- Keurig Dr Pepper (NASDAQ: KDP) (the "Company" or "KDP") announced today that a subsidiary of JAB Holding Company s.a.r.l. ("JAB") will sell an aggregate of 75,000,000 shares of KDP common stock through a proposed registered public offering.

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 proposed 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 KDP shares is JAB Holding Company selling in the secondary offering?

JAB Holding Company is selling 75 million shares of Keurig Dr Pepper common stock through the secondary offering.

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

After the secondary offering, JAB will beneficially own approximately 4.4% of Keurig Dr Pepper's outstanding common stock.

Who is the underwriter for KDP's secondary offering?

J.P. Morgan is acting as the underwriter for the proposed 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 Keurig Dr Pepper's annual revenue?

Keurig Dr Pepper has annual revenue of more than $15 billion.