[10-Q] Boston Beer Company Quarterly Earnings Report
Q2 FY25 revenue rose 12.1% YoY to $999.5 million, with 7.3% organic growth. Gross profit climbed 11.6% to $537.7 million but gross margin slipped 20 bps to 53.8%. Operating income grew 8.7% to $198.3 million and net income 9.3% to $141.5 million, lifting diluted EPS to $0.29 (+7.4%). For the first half, revenue advanced 11.1% to $1.82 billion, net income 10.3% to $246.7 million and free cash flow 20.1% to $308.2 million. Q2 operating cash flow of $175.1 million covered $226.4 million in acquisitions and $79.5 million of dividends.
The $207 million Saela purchase and 12 tuck-in deals added 4.8 pp of Q2 growth and pushed goodwill to $1.34 billion. Rollins issued $500 million of 5.25% senior notes, repaid its revolver, and ended the quarter with $485.3 million long-term debt and $123.0 million cash; leverage remains well below its 3.5× covenant. Management targets 7-8% organic and 3-4% inorganic growth for 2025 but highlights margin pressure from higher fleet and insurance costs (-60 bps operating margin) and an environmental investigation in California. The quarterly dividend was raised 10% to $0.165 per share.
Q2 FY25 i ricavi sono aumentati del 12,1% su base annua, raggiungendo 999,5 milioni di dollari, con una crescita organica del 7,3%. Il profitto lordo è salito dell'11,6% a 537,7 milioni di dollari, mentre il margine lordo è sceso di 20 punti base al 53,8%. L'utile operativo è cresciuto dell'8,7% a 198,3 milioni di dollari e l'utile netto del 9,3% a 141,5 milioni di dollari, portando l'EPS diluito a 0,29 dollari (+7,4%). Nel primo semestre, i ricavi sono aumentati dell'11,1% a 1,82 miliardi di dollari, l'utile netto del 10,3% a 246,7 milioni di dollari e il flusso di cassa libero del 20,1% a 308,2 milioni di dollari. Il flusso di cassa operativo del Q2, pari a 175,1 milioni di dollari, ha coperto acquisizioni per 226,4 milioni e dividendi per 79,5 milioni.
L'acquisizione di Saela da 207 milioni di dollari e 12 operazioni di integrazione hanno contribuito per 4,8 punti percentuali alla crescita del Q2, portando l'avviamento a 1,34 miliardi di dollari. Rollins ha emesso 500 milioni di dollari in obbligazioni senior al 5,25%, ha estinto la linea di credito revolving e ha chiuso il trimestre con un debito a lungo termine di 485,3 milioni di dollari e 123,0 milioni in cassa; la leva finanziaria rimane ben al di sotto del covenant di 3,5×. La direzione prevede una crescita organica del 7-8% e inorganica del 3-4% per il 2025, evidenziando però pressioni sui margini dovute a costi più elevati per la flotta e le assicurazioni (-60 punti base sul margine operativo) e a un'indagine ambientale in California. Il dividendo trimestrale è stato aumentato del 10% a 0,165 dollari per azione.
Q2 FY25 los ingresos aumentaron un 12,1% interanual hasta 999,5 millones de dólares, con un crecimiento orgánico del 7,3%. El beneficio bruto subió un 11,6% hasta 537,7 millones de dólares, aunque el margen bruto se redujo 20 puntos básicos hasta el 53,8%. El ingreso operativo creció un 8,7% hasta 198,3 millones de dólares y el ingreso neto un 9,3% hasta 141,5 millones de dólares, elevando el BPA diluido a 0,29 dólares (+7,4%). En el primer semestre, los ingresos avanzaron un 11,1% hasta 1,82 mil millones, el ingreso neto un 10,3% hasta 246,7 millones y el flujo de caja libre un 20,1% hasta 308,2 millones. El flujo de caja operativo del Q2 de 175,1 millones cubrió adquisiciones por 226,4 millones y dividendos por 79,5 millones.
La compra de Saela por 207 millones y 12 acuerdos de integración aportaron 4,8 puntos porcentuales al crecimiento del Q2 y elevaron el fondo de comercio a 1,34 mil millones. Rollins emitió 500 millones en notas senior al 5,25%, pagó su línea revolvente y cerró el trimestre con una deuda a largo plazo de 485,3 millones y 123,0 millones en efectivo; el apalancamiento sigue muy por debajo del covenant de 3,5×. La dirección apunta a un crecimiento orgánico del 7-8% y uno inorgánico del 3-4% para 2025, pero destaca la presión en los márgenes por mayores costos de flota y seguros (-60 puntos básicos en margen operativo) y una investigación ambiental en California. El dividendo trimestral se incrementó un 10% hasta 0,165 dólares por acción.
FY25 2분기 매출은 전년 동기 대비 12.1% 증가한 9억 9,950만 달러를 기록했으며, 유기적 성장률은 7.3%였습니다. 총이익은 11.6% 상승한 5억 3,770만 달러였으나, 총이익률은 20bps 하락한 53.8%를 기록했습니다. 영업이익은 8.7% 증가한 1억 9,830만 달러, 순이익은 9.3% 증가한 1억 4,150만 달러로, 희석 주당순이익(EPS)은 0.29달러(+7.4%)로 상승했습니다. 상반기 매출은 11.1% 증가한 18억 2,000만 달러, 순이익은 10.3% 증가한 2억 4,670만 달러, 잉여현금흐름은 20.1% 증가한 3억 820만 달러를 기록했습니다. 2분기 영업현금흐름 1억 7,510만 달러는 2억 2,640만 달러의 인수와 7,950만 달러의 배당금을 충당했습니다.
2억 700만 달러 규모의 Saela 인수와 12건의 소규모 인수가 2분기 성장률에 4.8%포인트를 더했으며, 영업권은 13억 4,000만 달러로 증가했습니다. 롤린스는 5.25% 금리의 5억 달러 선순위채권을 발행하고, 회전 신용 대출을 상환했으며, 분기 말 장기부채는 4억 8,530만 달러, 현금은 1억 2,300만 달러를 보유했습니다. 레버리지는 3.5배 계약 조건을 훨씬 밑돌고 있습니다. 경영진은 2025년 유기적 성장률 7-8%, 비유기적 성장률 3-4%를 목표로 하지만, 차량 및 보험 비용 증가로 인한 마진 압박(-60bps 영업이익률)과 캘리포니아 환경 조사 문제를 강조했습니다. 분기 배당금은 주당 0.165달러로 10% 인상되었습니다.
T2 FY25 le chiffre d'affaires a augmenté de 12,1 % en glissement annuel pour atteindre 999,5 millions de dollars, avec une croissance organique de 7,3 %. Le bénéfice brut a progressé de 11,6 % à 537,7 millions de dollars, mais la marge brute a reculé de 20 points de base à 53,8 %. Le résultat d'exploitation a augmenté de 8,7 % à 198,3 millions de dollars et le résultat net de 9,3 % à 141,5 millions de dollars, portant le BPA dilué à 0,29 $ (+7,4 %). Sur le premier semestre, le chiffre d'affaires a progressé de 11,1 % à 1,82 milliard de dollars, le résultat net de 10,3 % à 246,7 millions de dollars et le flux de trésorerie disponible de 20,1 % à 308,2 millions de dollars. Le flux de trésorerie d'exploitation du T2 de 175,1 millions a couvert 226,4 millions d'acquisitions et 79,5 millions de dividendes.
L'acquisition de Saela pour 207 millions de dollars et 12 opérations d'intégration ont ajouté 4,8 points de pourcentage à la croissance du T2 et porté le goodwill à 1,34 milliard de dollars. Rollins a émis 500 millions de dollars d'obligations senior à 5,25 %, remboursé sa ligne de crédit renouvelable et terminé le trimestre avec une dette à long terme de 485,3 millions de dollars et 123,0 millions de dollars en liquidités ; l'endettement reste bien en dessous du covenant de 3,5×. La direction vise une croissance organique de 7-8 % et inorganique de 3-4 % pour 2025, tout en soulignant une pression sur les marges due à la hausse des coûts de flotte et d'assurance (-60 points de base sur la marge d'exploitation) ainsi qu'à une enquête environnementale en Californie. Le dividende trimestriel a été augmenté de 10 % à 0,165 $ par action.
Q2 FY25 stieg der Umsatz im Jahresvergleich um 12,1 % auf 999,5 Millionen US-Dollar, mit einem organischen Wachstum von 7,3 %. Der Bruttogewinn kletterte um 11,6 % auf 537,7 Millionen US-Dollar, während die Bruttomarge um 20 Basispunkte auf 53,8 % sank. Das Betriebsergebnis wuchs um 8,7 % auf 198,3 Millionen US-Dollar und der Nettogewinn um 9,3 % auf 141,5 Millionen US-Dollar, wodurch das verwässerte Ergebnis je Aktie auf 0,29 US-Dollar (+7,4 %) anstieg. Für das erste Halbjahr stiegen die Umsätze um 11,1 % auf 1,82 Milliarden US-Dollar, der Nettogewinn um 10,3 % auf 246,7 Millionen US-Dollar und der freie Cashflow um 20,1 % auf 308,2 Millionen US-Dollar. Der operative Cashflow im Q2 von 175,1 Millionen US-Dollar deckte Akquisitionen in Höhe von 226,4 Millionen US-Dollar und Dividenden in Höhe von 79,5 Millionen US-Dollar ab.
Der 207-Millionen-Dollar-Kauf von Saela und 12 Zukäufe trugen 4,8 Prozentpunkte zum Wachstum im Q2 bei und erhöhten den Firmenwert auf 1,34 Milliarden US-Dollar. Rollins gab 500 Millionen US-Dollar an 5,25 % Senior Notes aus, tilgte seinen revolvierenden Kredit und schloss das Quartal mit 485,3 Millionen US-Dollar langfristiger Verschuldung und 123,0 Millionen US-Dollar in bar ab; die Verschuldungsquote liegt weiterhin deutlich unter dem Covenant von 3,5×. Das Management peilt für 2025 ein organisches Wachstum von 7-8 % und ein anorganisches von 3-4 % an, weist jedoch auf Margendruck durch höhere Flotten- und Versicherungskosten (-60 Basispunkte operative Marge) sowie eine Umweltuntersuchung in Kalifornien hin. Die Quartalsdividende wurde um 10 % auf 0,165 US-Dollar je Aktie erhöht.
- Double-digit revenue growth (12.1% YoY) with 7.3% organic contribution shows strong underlying demand.
- Operating cash flow +20.7% to $175 million, driving free cash flow conversion above 120%.
- Accretive M&A: $207 million Saela deal and 12 tuck-ins add 4.8 pp to Q2 growth.
- Strengthened liquidity: $500 million 5.25% notes issued; revolver fully undrawn post-repayment.
- Dividend increased 10% to $0.165 per share, reflecting confidence in future cash generation.
- Margin compression: operating margin down 60 bps and gross margin down 20 bps from higher fleet and insurance costs.
- Rising leverage: long-term debt up 23% to $485 million; commercial paper balance $60 million.
- Environmental investigation in California could trigger compliance costs or fines.
- Goodwill concentration at $1.34 billion (42% of assets) raises future impairment risk.
- Macro headwinds (inflation, labor, supply chain) cited as uncertainties to achieving 2025 targets.
Insights
TL;DR – Solid top-line and cash flow, mild margin squeeze; outlook intact.
Rollins produced its sixth consecutive quarter of double-digit revenue growth, underpinned by robust termite and commercial demand and a meaningful M&A lift. Despite 20–60 bps margin give-back tied to fleet inflation and legacy insurance claims, EBITDA rose 10% and free cash flow conversion exceeded 120%, underscoring strong cash economics. The $500 million 5.25% note issue extends duration at a manageable coupon and resets revolver capacity, keeping net leverage around 1.5× EBITDA—comfortable versus the 3.5× covenant. Saela integration appears smooth, contributing $18.9 million revenue and $2.7 million earnings in its first quarter. Near-term watch points are cost inflation, the California waste probe and potential goodwill concentration (42% of assets), yet guidance of ~11% total growth looks achievable.
TL;DR – Balance sheet still conservative after new notes; liquidity strong.
The February 2035 senior notes refinance short-term revolver borrowings, extending weighted-average maturity to 9.2 years. Interest coverage remains robust at 17×, and no borrowings are outstanding on the $1 billion revolver. Commercial paper of just $60 million is backstopped by ample cash and untapped credit. Key covenant (Net Debt/EBITDA ≤3.5×) sits at roughly 1.5×, providing >$800 million headroom for further acquisitions. Risk factors include potential legal costs from the environmental inquiry and rising contingent consideration (now $40 million). Overall credit quality is stable with a slight negative bias should margin compression persist.
Q2 FY25 i ricavi sono aumentati del 12,1% su base annua, raggiungendo 999,5 milioni di dollari, con una crescita organica del 7,3%. Il profitto lordo è salito dell'11,6% a 537,7 milioni di dollari, mentre il margine lordo è sceso di 20 punti base al 53,8%. L'utile operativo è cresciuto dell'8,7% a 198,3 milioni di dollari e l'utile netto del 9,3% a 141,5 milioni di dollari, portando l'EPS diluito a 0,29 dollari (+7,4%). Nel primo semestre, i ricavi sono aumentati dell'11,1% a 1,82 miliardi di dollari, l'utile netto del 10,3% a 246,7 milioni di dollari e il flusso di cassa libero del 20,1% a 308,2 milioni di dollari. Il flusso di cassa operativo del Q2, pari a 175,1 milioni di dollari, ha coperto acquisizioni per 226,4 milioni e dividendi per 79,5 milioni.
L'acquisizione di Saela da 207 milioni di dollari e 12 operazioni di integrazione hanno contribuito per 4,8 punti percentuali alla crescita del Q2, portando l'avviamento a 1,34 miliardi di dollari. Rollins ha emesso 500 milioni di dollari in obbligazioni senior al 5,25%, ha estinto la linea di credito revolving e ha chiuso il trimestre con un debito a lungo termine di 485,3 milioni di dollari e 123,0 milioni in cassa; la leva finanziaria rimane ben al di sotto del covenant di 3,5×. La direzione prevede una crescita organica del 7-8% e inorganica del 3-4% per il 2025, evidenziando però pressioni sui margini dovute a costi più elevati per la flotta e le assicurazioni (-60 punti base sul margine operativo) e a un'indagine ambientale in California. Il dividendo trimestrale è stato aumentato del 10% a 0,165 dollari per azione.
Q2 FY25 los ingresos aumentaron un 12,1% interanual hasta 999,5 millones de dólares, con un crecimiento orgánico del 7,3%. El beneficio bruto subió un 11,6% hasta 537,7 millones de dólares, aunque el margen bruto se redujo 20 puntos básicos hasta el 53,8%. El ingreso operativo creció un 8,7% hasta 198,3 millones de dólares y el ingreso neto un 9,3% hasta 141,5 millones de dólares, elevando el BPA diluido a 0,29 dólares (+7,4%). En el primer semestre, los ingresos avanzaron un 11,1% hasta 1,82 mil millones, el ingreso neto un 10,3% hasta 246,7 millones y el flujo de caja libre un 20,1% hasta 308,2 millones. El flujo de caja operativo del Q2 de 175,1 millones cubrió adquisiciones por 226,4 millones y dividendos por 79,5 millones.
La compra de Saela por 207 millones y 12 acuerdos de integración aportaron 4,8 puntos porcentuales al crecimiento del Q2 y elevaron el fondo de comercio a 1,34 mil millones. Rollins emitió 500 millones en notas senior al 5,25%, pagó su línea revolvente y cerró el trimestre con una deuda a largo plazo de 485,3 millones y 123,0 millones en efectivo; el apalancamiento sigue muy por debajo del covenant de 3,5×. La dirección apunta a un crecimiento orgánico del 7-8% y uno inorgánico del 3-4% para 2025, pero destaca la presión en los márgenes por mayores costos de flota y seguros (-60 puntos básicos en margen operativo) y una investigación ambiental en California. El dividendo trimestral se incrementó un 10% hasta 0,165 dólares por acción.
FY25 2분기 매출은 전년 동기 대비 12.1% 증가한 9억 9,950만 달러를 기록했으며, 유기적 성장률은 7.3%였습니다. 총이익은 11.6% 상승한 5억 3,770만 달러였으나, 총이익률은 20bps 하락한 53.8%를 기록했습니다. 영업이익은 8.7% 증가한 1억 9,830만 달러, 순이익은 9.3% 증가한 1억 4,150만 달러로, 희석 주당순이익(EPS)은 0.29달러(+7.4%)로 상승했습니다. 상반기 매출은 11.1% 증가한 18억 2,000만 달러, 순이익은 10.3% 증가한 2억 4,670만 달러, 잉여현금흐름은 20.1% 증가한 3억 820만 달러를 기록했습니다. 2분기 영업현금흐름 1억 7,510만 달러는 2억 2,640만 달러의 인수와 7,950만 달러의 배당금을 충당했습니다.
2억 700만 달러 규모의 Saela 인수와 12건의 소규모 인수가 2분기 성장률에 4.8%포인트를 더했으며, 영업권은 13억 4,000만 달러로 증가했습니다. 롤린스는 5.25% 금리의 5억 달러 선순위채권을 발행하고, 회전 신용 대출을 상환했으며, 분기 말 장기부채는 4억 8,530만 달러, 현금은 1억 2,300만 달러를 보유했습니다. 레버리지는 3.5배 계약 조건을 훨씬 밑돌고 있습니다. 경영진은 2025년 유기적 성장률 7-8%, 비유기적 성장률 3-4%를 목표로 하지만, 차량 및 보험 비용 증가로 인한 마진 압박(-60bps 영업이익률)과 캘리포니아 환경 조사 문제를 강조했습니다. 분기 배당금은 주당 0.165달러로 10% 인상되었습니다.
T2 FY25 le chiffre d'affaires a augmenté de 12,1 % en glissement annuel pour atteindre 999,5 millions de dollars, avec une croissance organique de 7,3 %. Le bénéfice brut a progressé de 11,6 % à 537,7 millions de dollars, mais la marge brute a reculé de 20 points de base à 53,8 %. Le résultat d'exploitation a augmenté de 8,7 % à 198,3 millions de dollars et le résultat net de 9,3 % à 141,5 millions de dollars, portant le BPA dilué à 0,29 $ (+7,4 %). Sur le premier semestre, le chiffre d'affaires a progressé de 11,1 % à 1,82 milliard de dollars, le résultat net de 10,3 % à 246,7 millions de dollars et le flux de trésorerie disponible de 20,1 % à 308,2 millions de dollars. Le flux de trésorerie d'exploitation du T2 de 175,1 millions a couvert 226,4 millions d'acquisitions et 79,5 millions de dividendes.
L'acquisition de Saela pour 207 millions de dollars et 12 opérations d'intégration ont ajouté 4,8 points de pourcentage à la croissance du T2 et porté le goodwill à 1,34 milliard de dollars. Rollins a émis 500 millions de dollars d'obligations senior à 5,25 %, remboursé sa ligne de crédit renouvelable et terminé le trimestre avec une dette à long terme de 485,3 millions de dollars et 123,0 millions de dollars en liquidités ; l'endettement reste bien en dessous du covenant de 3,5×. La direction vise une croissance organique de 7-8 % et inorganique de 3-4 % pour 2025, tout en soulignant une pression sur les marges due à la hausse des coûts de flotte et d'assurance (-60 points de base sur la marge d'exploitation) ainsi qu'à une enquête environnementale en Californie. Le dividende trimestriel a été augmenté de 10 % à 0,165 $ par action.
Q2 FY25 stieg der Umsatz im Jahresvergleich um 12,1 % auf 999,5 Millionen US-Dollar, mit einem organischen Wachstum von 7,3 %. Der Bruttogewinn kletterte um 11,6 % auf 537,7 Millionen US-Dollar, während die Bruttomarge um 20 Basispunkte auf 53,8 % sank. Das Betriebsergebnis wuchs um 8,7 % auf 198,3 Millionen US-Dollar und der Nettogewinn um 9,3 % auf 141,5 Millionen US-Dollar, wodurch das verwässerte Ergebnis je Aktie auf 0,29 US-Dollar (+7,4 %) anstieg. Für das erste Halbjahr stiegen die Umsätze um 11,1 % auf 1,82 Milliarden US-Dollar, der Nettogewinn um 10,3 % auf 246,7 Millionen US-Dollar und der freie Cashflow um 20,1 % auf 308,2 Millionen US-Dollar. Der operative Cashflow im Q2 von 175,1 Millionen US-Dollar deckte Akquisitionen in Höhe von 226,4 Millionen US-Dollar und Dividenden in Höhe von 79,5 Millionen US-Dollar ab.
Der 207-Millionen-Dollar-Kauf von Saela und 12 Zukäufe trugen 4,8 Prozentpunkte zum Wachstum im Q2 bei und erhöhten den Firmenwert auf 1,34 Milliarden US-Dollar. Rollins gab 500 Millionen US-Dollar an 5,25 % Senior Notes aus, tilgte seinen revolvierenden Kredit und schloss das Quartal mit 485,3 Millionen US-Dollar langfristiger Verschuldung und 123,0 Millionen US-Dollar in bar ab; die Verschuldungsquote liegt weiterhin deutlich unter dem Covenant von 3,5×. Das Management peilt für 2025 ein organisches Wachstum von 7-8 % und ein anorganisches von 3-4 % an, weist jedoch auf Margendruck durch höhere Flotten- und Versicherungskosten (-60 Basispunkte operative Marge) sowie eine Umweltuntersuchung in Kalifornien hin. Die Quartalsdividende wurde um 10 % auf 0,165 US-Dollar je Aktie erhöht.
Table of Content
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES AND EXCHANGE ACT OF 1934 |
For the quarterly period ended
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES AND EXCHANGE ACT OF 1934 |
For the transition period from to
Commission file number:
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Securities registered pursuant to Section 12(b) of the Act.
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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.
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 during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).
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 definition of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
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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 Act.) Yes ☐ No
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Table of Content
THE BOSTON BEER COMPANY, INC.
FORM 10-Q
June 28, 2025
TABLE OF CONTENTS
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FINANCIAL INFORMATION |
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Item 1. |
Condensed Consolidated Financial Statements (Unaudited) |
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Condensed Consolidated Balance Sheets as of June 28, 2025 and December 28, 2024 |
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3 |
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|
|
Condensed Consolidated Statements of Comprehensive Operations for the thirteen and twenty-six weeks ended June 28, 2025 and June 29, 2024 |
|
4 |
|
|
|
Condensed Consolidated Statements of Cash Flows for the twenty-six weeks ended June 28, 2025 and June 29, 2024 |
|
5 |
|
|
|
Condensed Consolidated Statements of Stockholders’ Equity for the thirteen and twenty-six weeks ended June 28, 2025 and June 29, 2024 |
|
6 |
|
|
|
Notes to Condensed Consolidated Financial Statements |
|
8 |
|
|
Item 2. |
Management’s Discussion and Analysis of Financial Condition and Results of Operations |
|
21 |
|
|
Item 3. |
Quantitative and Qualitative Disclosures about Market Risk |
|
26 |
|
|
Item 4. |
Controls and Procedures |
|
26 |
|
|
|
|
|
|
PART II. |
|
OTHER INFORMATION |
|
|
|
|
|
|
|
|
|
|
|
Item 1. |
Legal Proceedings |
|
27 |
|
|
Item 1A. |
Risk Factors |
|
27 |
|
|
Item 2. |
Unregistered Sales of Equity Securities and Use of Proceeds |
|
28 |
|
|
Item 3. |
Defaults Upon Senior Securities |
|
28 |
|
|
Item 4. |
Mine Safety Disclosures |
|
28 |
|
|
Item 5. |
Other Information |
|
28 |
|
|
Item 6. |
Exhibits |
|
29 |
|
|
|
|
|
|
SIGNATURES |
|
30 |
EX-31.1 Section 302 CEO Certification
EX-31.2 Section 302 CFO Certification
EX-32.1 Section 906 CEO Certification
EX-32.2 Section 906 CFO Certification
2
Table of Content
PART I. FINANCIAL INFORMATION
Item 1. CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
THE BOSTON BEER COMPANY, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(in thousands, except per share data)
(unaudited)
|
|
June 28, |
|
|
December 28, |
|
||
Assets |
|
|
|
|
|
|
||
Current Assets: |
|
|
|
|
|
|
||
Cash and cash equivalents |
|
$ |
|
|
$ |
|
||
Accounts receivable |
|
|
|
|
|
|
||
Inventories |
|
|
|
|
|
|
||
Prepaid expenses and other current assets |
|
|
|
|
|
|
||
Income tax receivable |
|
|
|
|
|
|
||
Total current assets |
|
|
|
|
|
|
||
Property, plant, and equipment, net |
|
|
|
|
|
|
||
Operating right-of-use assets |
|
|
|
|
|
|
||
Goodwill |
|
|
|
|
|
|
||
Intangible assets, net |
|
|
|
|
|
|
||
Third-party production prepayments |
|
|
|
|
|
|
||
Note receivable |
|
|
|
|
|
|
||
Other assets |
|
|
|
|
|
|
||
Total assets |
|
$ |
|
|
$ |
|
||
Liabilities and Stockholders' Equity |
|
|
|
|
|
|
||
Current Liabilities: |
|
|
|
|
|
|
||
Accounts payable |
|
$ |
|
|
$ |
|
||
Accrued expenses and other current liabilities |
|
|
|
|
|
|
||
Current operating lease liabilities |
|
|
|
|
|
|
||
Total current liabilities |
|
|
|
|
|
|
||
Deferred income taxes, net |
|
|
|
|
|
|
||
Non-current operating lease liabilities |
|
|
|
|
|
|
||
Other liabilities |
|
|
|
|
|
|
||
Total liabilities |
|
|
|
|
|
|
||
Commitments and Contingencies (See Note I) |
|
|
|
|
|
|
||
Stockholders' Equity: |
|
|
|
|
|
|
||
Class A Common Stock, $ |
|
|
|
|
|
|
||
Class B Common Stock, $ |
|
|
|
|
|
|
||
Additional paid-in capital |
|
|
|
|
|
|
||
Accumulated other comprehensive loss |
|
|
( |
) |
|
|
( |
) |
Retained earnings |
|
|
|
|
|
|
||
Total stockholders' equity |
|
|
|
|
|
|
||
Total liabilities and stockholders' equity |
|
$ |
|
|
$ |
|
The accompanying notes are an integral part of these condensed consolidated financial statements.
3
Table of Content
THE BOSTON BEER COMPANY, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE OPERATIONS
(in thousands, except per share data)
(unaudited)
|
|
Thirteen weeks ended |
|
|
Twenty-six weeks ended |
|
||||||||||
|
|
June 28, |
|
|
June 29, |
|
|
June 28, |
|
|
June 29, |
|
||||
Revenue |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
Less excise taxes |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Net revenue |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Cost of goods sold |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Gross profit |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Operating expenses: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Advertising, promotional, and selling expenses |
|
|
|
|
|
|
|
|
|
|
|
|
||||
General and administrative expenses |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Impairment of brewery assets |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Total operating expenses |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Operating income |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Other income, net: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Interest income, net |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Other expense, net |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
Total other income, net |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Income before income tax provision |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Income tax provision |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Net income |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
Net income per common share – basic |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
Net income per common share – diluted |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
Weighted-average number of common shares – basic |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Weighted-average number of common shares – diluted |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Net income |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
Other comprehensive income (loss): |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Foreign currency translation adjustment |
|
|
|
|
|
( |
) |
|
|
|
|
|
( |
) |
||
Total other comprehensive income (loss) |
|
|
|
|
|
( |
) |
|
|
|
|
|
( |
) |
||
Comprehensive income |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
The accompanying notes are an integral part of these condensed consolidated financial statements.
4
Table of Content
THE BOSTON BEER COMPANY, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)
(unaudited)
|
|
Twenty-six weeks ended |
|
|||||
|
|
June 28, |
|
|
June 29, |
|
||
Cash flows provided by operating activities: |
|
|
|
|
|
|
||
Net income |
|
$ |
|
|
$ |
|
||
Adjustments to reconcile net income to net cash provided by operating activities: |
|
|
|
|
|
|
||
Depreciation and amortization |
|
|
|
|
|
|
||
Impairment of brewery assets |
|
|
|
|
|
|
||
Gain on sale of property, plant, and equipment |
|
|
( |
) |
|
|
( |
) |
Change in right-of-use assets |
|
|
( |
) |
|
|
|
|
Stock-based compensation expense |
|
|
|
|
|
|
||
Deferred income taxes |
|
|
( |
) |
|
|
|
|
Other non-cash expense |
|
|
( |
) |
|
|
|
|
Changes in operating assets and liabilities: |
|
|
|
|
|
|
||
Accounts receivable |
|
|
( |
) |
|
|
( |
) |
Inventories |
|
|
( |
) |
|
|
( |
) |
Prepaid expenses, income tax receivable, and other current assets |
|
|
|
|
|
( |
) |
|
Third-party production prepayments |
|
|
|
|
|
|
||
Other assets |
|
|
|
|
|
|
||
Accounts payable |
|
|
|
|
|
|
||
Accrued expenses, income taxes payable and other liabilities |
|
|
|
|
|
|
||
Operating lease liabilities |
|
|
|
|
|
( |
) |
|
Net cash provided by operating activities |
|
|
|
|
|
|
||
Cash flows used in investing activities: |
|
|
|
|
|
|
||
Cash paid for note receivable |
|
|
— |
|
|
|
( |
) |
Purchases of property, plant, and equipment |
|
|
( |
) |
|
|
( |
) |
Proceeds from disposal of property, plant, and equipment |
|
|
|
|
|
|
||
Net cash used in investing activities |
|
|
( |
) |
|
|
( |
) |
Cash flows used in financing activities: |
|
|
|
|
|
|
||
Repurchases and retirement of Class A common stock |
|
|
( |
) |
|
|
( |
) |
Proceeds from exercise of stock options and sale of investment shares |
|
|
|
|
|
|
||
Cash paid on finance leases |
|
|
( |
) |
|
|
( |
) |
Payment of tax withholding on stock-based payment awards and investment shares |
|
|
( |
) |
|
|
( |
) |
Net cash used in financing activities |
|
|
( |
) |
|
|
( |
) |
Change in cash and cash equivalents |
|
|
|
|
|
( |
) |
|
Cash and cash equivalents at beginning of period |
|
|
|
|
|
|
||
Cash and cash equivalents at end of period |
|
$ |
|
|
$ |
|
||
Supplemental disclosure of cash flow information: |
|
|
|
|
|
|
||
Income tax payment, net |
|
$ |
|
|
$ |
|
||
Cash paid for amounts included in measurement of lease liabilities |
|
|
|
|
|
|
||
Operating cash outflows from operating leases |
|
$ |
|
|
$ |
|
||
Operating cash outflows from finance leases |
|
$ |
|
|
$ |
|
||
Financing cash outflows from finance leases |
|
$ |
|
|
$ |
|
||
Right-of-use assets obtained in exchange for operating lease obligations |
|
$ |
|
|
$ |
- |
|
|
Right-of-use-assets obtained in exchange for finance lease obligations |
|
$ |
- |
|
|
$ |
|
|
Decrease in accounts payable and accrued expenses for purchases of property, plant, and equipment |
|
$ |
( |
) |
|
$ |
( |
) |
(Decrease) increase in accrued expenses for non-cash financing activity – accrued excise taxes on share repurchases |
|
$ |
( |
) |
|
$ |
|
|
Non-cash investing activity - reduction in accrued expenses and notes receivable |
|
$ |
|
|
$ |
- |
|
The accompanying notes are an integral part of these condensed consolidated financial statements.
5
Table of Content
THE BOSTON BEER COMPANY, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY
For the thirteen and twenty-six weeks ended June 28, 2025 and June 29, 2024
(in thousands)
(unaudited)
|
|
|
|
|
Class A |
|
|
|
|
|
|
|
|
|
|
|
Accumulated |
|
|
|
|
|
|
|
||||||||
|
|
Class A |
|
|
Common |
|
|
Class B |
|
|
Class B |
|
|
Additional |
|
|
Other |
|
|
|
|
|
Total |
|
||||||||
|
|
Common |
|
|
Stock, |
|
|
Common |
|
|
Common |
|
|
Paid-in |
|
|
Comprehensive |
|
|
Retained |
|
|
Stockholders’ |
|
||||||||
|
|
Shares |
|
|
Par |
|
|
Shares |
|
|
Stock, Par |
|
|
Capital |
|
|
Loss |
|
|
Earnings |
|
|
Equity |
|
||||||||
Balance at December 28, 2024 |
|
|
|
|
$ |
|
|
|
|
|
$ |
|
|
$ |
|
|
$ |
( |
) |
|
$ |
|
|
$ |
|
|||||||
Net income |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Stock options exercised and restricted shares activities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Stock-based compensation expense |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Repurchase and retirement of Class A Common Stock |
|
|
( |
) |
|
|
( |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
( |
) |
|
|
( |
) |
||||
Foreign currency translation adjustment |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Balance at March 29, 2025 |
|
|
|
|
$ |
|
|
|
|
|
$ |
|
|
$ |
|
|
$ |
( |
) |
|
$ |
|
|
$ |
|
|||||||
Net income |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Stock options exercised and restricted shares activities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Stock-based compensation expense |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Repurchase and retirement of Class A Common Stock |
|
|
( |
) |
|
|
( |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
( |
) |
|
|
( |
) |
||||
Foreign currency translation adjustment |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Balance at June 28, 2025 |
|
|
|
|
$ |
|
|
|
|
|
$ |
|
|
$ |
|
|
$ |
( |
) |
|
$ |
|
|
$ |
|
|||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
6
Table of Content
|
|
|
|
|
Class A |
|
|
|
|
|
|
|
|
|
|
|
Accumulated |
|
|
|
|
|
|
|
||||||||
|
|
Class A |
|
|
Common |
|
|
Class B |
|
|
Class B |
|
|
Additional |
|
|
Other |
|
|
|
|
|
Total |
|
||||||||
|
|
Common |
|
|
Stock, |
|
|
Common |
|
|
Common |
|
|
Paid-in |
|
|
Comprehensive |
|
|
Retained |
|
|
Stockholders’ |
|
||||||||
|
|
Shares |
|
|
Par |
|
|
Shares |
|
|
Stock, Par |
|
|
Capital |
|
|
Loss |
|
|
Earnings |
|
|
Equity |
|
||||||||
Balance at December 30, 2023 |
|
|
|
|
$ |
|
|
|
|
|
$ |
|
|
$ |
|
|
$ |
( |
) |
|
$ |
|
|
$ |
|
|||||||
Net income |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Stock options exercised and restricted shares activities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
( |
) |
|
|
|
|
|
|
|
|
( |
) |
||||||
Stock-based compensation expense |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Repurchase and retirement of Class A Common Stock |
|
|
( |
) |
|
|
( |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
( |
) |
|
|
( |
) |
||||
Foreign currency translation adjustment |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
( |
) |
|
|
|
|
|
( |
) |
||||||
Balance at March 30, 2024 |
|
|
|
|
$ |
|
|
|
|
|
$ |
|
|
$ |
|
|
$ |
( |
) |
|
$ |
|
|
$ |
|
|||||||
Net income |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Stock options exercised and restricted shares activities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Stock-based compensation expense |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Repurchase and retirement of Class A Common Stock |
|
|
( |
) |
|
|
( |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
( |
) |
|
|
( |
) |
||||
Foreign currency translation adjustment |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
( |
) |
|
|
|
|
|
( |
) |
||||||
Balance at June 29, 2024 |
|
|
|
|
$ |
|
|
|
|
|
$ |
|
|
$ |
|
|
$ |
( |
) |
|
$ |
|
|
$ |
|
The accompanying notes are an integral part of these condensed consolidated financial statements.
7
Table of Content
THE BOSTON BEER COMPANY, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
A. Organization and Basis of Presentation
The Boston Beer Company, Inc. and certain subsidiaries (the “Company”) are engaged in the business of selling alcohol beverages throughout the United States and in selected international markets, under the tradenames “The Boston Beer Company®”, “Twisted Tea Brewing Company®”, “Hard Seltzer Beverage Company”, “Angry Orchard® Cider Company”, “Dogfish Head® Craft Brewery”, “Dogfish Head Distilling Co.”, “Angel City® Brewing Company”, “Coney Island® Brewing Company”, "Green Rebel Brewing Co.", "Sun Cruiser Beverage Co.", "American Fermentation Company LLC", and "Sinless Spirits Company".
The accompanying unaudited condensed consolidated balance sheet as of June 28, 2025, and the unaudited condensed consolidated statements of comprehensive operations, stockholders’ equity, and cash flows for the interim periods ended June 28, 2025 and June 29, 2024, respectively, have been prepared by the Company in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim financial information and pursuant to the rules and regulations of the Securities and Exchange Commission. Accordingly, certain information and footnotes normally included in financial statements prepared in accordance with GAAP have been condensed or omitted. All intercompany accounts and transactions have been eliminated. These condensed consolidated financial statements should be read in conjunction with the audited financial statements included in the Company’s Annual Report on Form 10-K for the year ended December 28, 2024.
In the opinion of the Company’s management, the Company’s unaudited condensed consolidated balance sheet as of June 28, 2025 and the results of its condensed consolidated comprehensive operations, stockholders’ equity, and cash flows for the interim periods ended June 28, 2025 and June 29, 2024, reflect all adjustments (consisting only of normal and recurring adjustments) necessary to present fairly the results of the interim periods presented. The operating results for the interim periods presented are not necessarily indicative of the results expected for the full year.
B. Recent Accounting Pronouncements
New accounting pronouncements are issued periodically by the FASB and are adopted by the Company as of the specified effective dates. Unless otherwise disclosed below, the Company believes that recently issued and adopted pronouncements will not have a material impact on the Company’s financial position, results of operations and cash flows or do not apply to the Company’s operations.
In December 2023, the FASB issued ASU 2023-09—Income Taxes (Topic 740): Improvements to Income Tax Disclosures. This ASU was issued to address investor requests for more transparency about income tax information through improvements to income tax disclosure primarily related to the rate reconciliation and income taxes paid information, and to improve the effectiveness of income tax disclosures. This ASU is effective for public entities for annual periods beginning after December 15, 2024. ASU 2023-09 will be effective for the Company for its fiscal year ending December 27, 2025. The Company is currently evaluating the impact the adoption of this ASU will have on its year-end consolidated financial statement disclosures.
In November 2024, the FASB issued ASU 2024-03—Income Statement - Reporting Comprehensive Income - Expenses Disaggregation Disclosures (SubTopic 220-40): Disaggregation of Income Statement Expenses. This ASU was issued to address investor requests for more detailed information about the types of expenses in commonly presented expense captions (such as cost of sales, SG&A, and research and development). This ASU is effective for public entities for annual periods beginning after December 15, 2026. Early adoption is permitted. ASU 2024-03 will be effective for the Company in the first quarter of its fiscal year ending December 25, 2027. The Company is currently evaluating the impact the adoption of this ASU will have on its consolidated financial statements.
8
Table of Content
C. Revenue Recognition
The breakdown of revenue during the thirteen and twenty-six weeks ended June 28, 2025 and June 29, 2024 were as follows:
|
Thirteen weeks ended |
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Twenty-six weeks ended |
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||||||||||
|
June 28, |
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|
June 29, |
|
|
June 28, |
|
|
June 29, |
|
||||
Shipments to domestic distributors |
|
% |
|
|
% |
|
|
% |
|
|
% |
||||
Shipments to international distributors |
|
% |
|
|
% |
|
|
% |
|
|
% |
||||
Sales at retail locations |
|
% |
|
|
% |
|
|
% |
|
|
% |
||||
|
|
% |
|
|
% |
|
|
% |
|
|
% |
The Company recognizes revenue when obligations under the terms of a contract with its customer are satisfied; generally, this occurs with the transfer of title of its products. Revenue is measured as the amount of consideration expected to be received in exchange for transferring products. If the conditions for revenue recognition are not met, the Company defers the revenue until all conditions are met. As of June 28, 2025 and December 28, 2024, the Company has deferred $
Customer promotional discount programs are entered into by the Company with distributors for certain periods of time. The reimbursements for discounts to distributors are recorded as reductions to net revenue and were $
Customer programs and incentives are a common practice in the alcohol beverage industry. Amounts paid in connection with customer programs and incentives are recorded as reductions to net revenue or as advertising, promotional and selling expenses, based on the nature of the expenditure. Customer incentives and other payments made to distributors are primarily based upon performance of certain marketing and advertising activities. Depending on applicable state laws and regulations, these activities promoting the Company's products may include, but are not limited to point-of-sale and merchandise placement, samples, product displays, promotional programs at retail locations and meals, travel and entertainment.
|
Thirteen weeks ended |
|
|
Twenty-six weeks ended |
|
||||||||||
|
June 28, |
|
|
June 29, |
|
|
June 28, |
|
|
June 29, |
|
||||
|
(in thousands) |
|
|
(in thousands) |
|
||||||||||
Amount recorded as a reduction to net revenue |
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
Amount recorded as advertising, promotional and selling expenses |
|
|
|
|
|
|
|
|
|
|
|
||||
Total customer programs and incentives |
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
Costs recognized in net revenues include, but are not limited to, promotional discounts, sales incentives and certain other promotional activities. Costs recognized in advertising, promotional and selling expenses include point of sale materials, samples and advertising expenditures in local markets. These costs are recorded as incurred, generally when invoices are received; however certain estimates are required at the period end. Estimates are based on historical and projected experience for each type of program or customer and have historically been in line with actual costs incurred.
9
Table of Content
D. Inventories
Inventories consist of raw materials, work in process and finished goods which are stated at the lower of cost, determined on the first-in, first-out basis, or net realizable value. Raw materials principally consist of hops, packaging, flavorings, fruit juices, and other brewing materials. The Company’s goal is to maintain on hand a supply of at least one year for essential hop varieties, in order to limit the risk of an unexpected reduction in supply. Inventories are generally classified as current assets. The Company classifies hops inventory in excess of two years of forecasted usage in other long-term assets. The cost elements of work in process and finished goods inventory consist of raw materials, direct labor and manufacturing overhead.
|
|
June 28, |
|
|
December 28, |
|
||
|
|
(in thousands) |
|
|||||
Current inventory: |
|
|
|
|
|
|
||
Raw materials |
|
$ |
|
|
$ |
|
||
Work in process |
|
|
|
|
|
|
||
Finished goods |
|
|
|
|
|
|
||
Total current inventory |
|
|
|
|
|
|
||
Long term inventory |
|
|
|
|
|
|
||
Total inventory |
|
$ |
|
|
$ |
|
As of June 28, 2025 and December 28, 2024, the Company has recorded inventory obsolescence reserves of $
E. Goodwill and Intangible Assets
Goodwill.
Intangible assets.
|
|
|
|
As of June 28, 2025 |
|
|
As of December 28, 2024 |
|
||||||||||||||||||
|
|
Estimated |
|
Gross |
|
|
Accumulated |
|
|
Net Book |
|
|
Gross |
|
|
Accumulated |
|
|
Net Book |
|
||||||
|
|
Life (Years) |
|
Value |
|
|
Amortization |
|
|
Value |
|
|
Value |
|
|
Amortization |
|
|
Value |
|
||||||
|
|
|
|
|
|
|
|
|
|
(in thousands) |
|
|
|
|
|
|
|
|
(in thousands) |
|
||||||
Customer relationships |
|
|
$ |
|
|
$ |
( |
) |
|
$ |
|
|
$ |
|
|
$ |
( |
) |
|
$ |
|
|||||
Trademarks |
|
|
|
|
|
|
( |
) |
|
|
|
|
|
|
|
|
( |
) |
|
|
|
|||||
Total intangible assets, net |
|
|
|
$ |
|
|
$ |
( |
) |
|
$ |
|
|
$ |
|
|
$ |
( |
) |
|
$ |
|
Amortization expense in the thirteen and twenty-six weeks ended June 28, 2025 was approximately $
Fiscal Year |
|
Amount (in thousands) |
|
|
2025 |
|
|
|
|
2026 |
|
|
|
|
2027 |
|
|
|
|
2028 |
|
|
|
|
2029 |
|
|
|
|
2030 |
|
|
|
|
Thereafter |
|
|
|
|
Total amortization expense |
|
$ |
|
10
Table of Content
F. Third-Party Production Payments
During the thirteen and twenty-six weeks ended June 28, 2025, the Company produced approximately
The Company currently has production services agreements with subsidiaries of City Brewing Company, LLC (“City Brewing”). During the thirteen and twenty-six weeks ended June 28, 2025, City Brewing supplied approximately
These City Brewing agreements include a minimum capacity availability commitment by City Brewing and the Company is obligated to meet annual minimum volume commitments and is subject to contractual shortfall fees, if these annual minimum volume commitments are not met.
In January of 2024, the Company and City Brewing entered into a Loan and Security agreement at which time payment of $
In December of 2024, the Company announced an amendment and restatement in its entirety of an existing production agreement with a third-party supplier, Rauch North America Inc ("Rauch"). This amendment adjusted the existing production agreement to better match the Company’s future capacity requirements and resulted in increased production flexibility and more favorable termination rights to the Company in exchange for a $
The amended and restated Rauch agreement includes quarterly minimum payments that total $
At current production volume projections, the Company believes that it will fall short of its future annual volume commitments under the City Brewing and Rauch agreements and will incur shortfall fees. The Company expenses the shortfall fees during the contractual period when such fees are incurred as a component of cost of goods sold. During the thirteen weeks and twenty-six weeks ended June 28, 2025, the Company incurred $
As of June 28, 2025, if volume for the remaining term of the production arrangements was zero, the total contractual shortfall fees, with advance notice as specified in the related contractual agreements, would total approximately $
The Company has regular discussions with its third-party production suppliers related to its future capacity needs and the terms of its contracts. Changes to volume estimates, future amendments or cancellations of existing contracts could accelerate or change total shortfall fees expected to be incurred.
11
Table of Content
G. Note Receivable
The Company and City Brewing entered into a Loan and Security agreement on January 2, 2024 at which time payment of $
The Company determined the fair value of the note receivable on the issuance date to be $
As of June 28, 2025, the Company had $
H. Net Income per Share
The Company calculates net income per share using the two-class method, which requires the Company to allocate net income to its Class A Common Shares, Class B Common Shares and unvested share-based payment awards that participate in dividends with common stock, in the calculation of net income per share.
The Class A Common Stock has no voting rights, except (1) as required by law, (2) for the election of Class A Directors, and (3) that the approval of the holders of the Class A Common Stock is required for (a) certain future authorizations or issuances of additional securities which have rights senior to Class A Common Stock, (b) certain alterations of rights or terms of the Class A or Class B Common Stock as set forth in the Articles of Organization of the Company, (c) other amendments of the Articles of Organization of the Company, (d) certain mergers or consolidations with, or acquisitions of, other entities, and (e) sales or dispositions of any significant portion of the Company’s assets.
The Class B Common Stock has full voting rights, including the right to (1) elect a majority of the members of the Company’s Board of Directors and (2) approve all (a) amendments to the Company’s Articles of Organization, (b) mergers or consolidations with, or acquisitions of, other entities, (c) sales or dispositions of any significant portion of the Company’s assets, and (d) equity-based and other executive compensation and other significant corporate matters. The Company’s Class B Common Stock is not listed for trading. Each share of the Class B Common Stock is freely convertible into one share of Class A Common Stock, upon request of the respective Class B holder, and participates equally in dividends.
The Company’s unvested share-based payment awards include unvested shares (1) issued under the Company’s investment share program, which permits employees who have been with the Company for at least
Included in the computation of net income per diluted common share are dilutive outstanding stock options and restricted stock that are vested or expected to vest. At its discretion, the Board of Directors grants stock options and restricted stock units to senior management and certain key employees. The terms of the employee stock options are determined by the Board of Directors at the time of grant. To date, stock options granted to employees vest over various service periods and/or based on the attainment of certain performance criteria and generally expire after ten years. The restricted stock units generally vest over
12
Table of Content
Net Income per Common Share - Basic
The following table sets forth the computation of basic net income per share using the two-class method:
|
|
Thirteen weeks ended |
|
|
Twenty-six weeks ended |
|
||||||||||
|
|
June 28, |
|
|
June 29, |
|
|
June 28, |
|
|
June 29, |
|
||||
|
|
(in thousands, except per share data) |
|
|
(in thousands, except per share data) |
|
||||||||||
Net income |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
Allocation of net income for basic: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Class A Common Stock |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
Class B Common Stock |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Unvested participating shares |
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
Weighted average number of shares for basic: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Class A Common Stock |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Class B Common Stock |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Unvested participating shares |
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Net income per share for basic: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Class A Common Stock |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
Class B Common Stock |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
13
Table of Content
Net Income per Common Share - Diluted
The Company calculates diluted net income per share for common stock using the more dilutive of (1) the treasury stock method, or (2) the two-class method, which assumes the participating securities are not exercised.
The following table sets forth the computations of diluted net income per share, assuming the conversion of all Class B Common Stock into Class A Common Stock for the thirteen and twenty-six weeks ended June 28, 2025 and for the thirteen and twenty-six weeks ended June 29, 2024:
|
|
Thirteen weeks ended |
|
|||||||||||||||||||||
|
|
June 28, 2025 |
|
|
June 29, 2024 |
|
||||||||||||||||||
|
|
Earnings to |
|
|
Common |
|
|
EPS |
|
|
Earnings to |
|
|
Common |
|
|
EPS |
|
||||||
|
|
(in thousands, except per share data) |
|
|||||||||||||||||||||
As reported - basic |
|
$ |
|
|
|
|
|
$ |
|
|
$ |
|
|
|
|
|
$ |
|
||||||
Add: effect of dilutive common |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Share-based awards |
|
|
— |
|
|
|
|
|
|
|
|
|
— |
|
|
|
|
|
|
|
||||
Class B Common Stock |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Net effect of unvested participating |
|
|
— |
|
|
|
— |
|
|
|
|
|
|
— |
|
|
|
— |
|
|
|
|
||
Net income per common share - |
|
$ |
|
|
|
|
|
$ |
|
|
$ |
|
|
|
|
|
$ |
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
|
|
Twenty-six weeks ended |
|
|||||||||||||||||||||
|
|
June 28, 2025 |
|
|
June 29, 2024 |
|
||||||||||||||||||
|
|
Earnings to |
|
|
Common |
|
|
EPS |
|
|
Earnings to |
|
|
Common |
|
|
EPS |
|
||||||
|
|
(in thousands, except per share data) |
|
|||||||||||||||||||||
As reported - basic |
|
$ |
|
|
|
|
|
$ |
|
|
$ |
|
|
|
|
|
$ |
|
||||||
Add: effect of dilutive common |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Share-based awards |
|
|
— |
|
|
|
|
|
|
|
|
|
— |
|
|
|
|
|
|
|
||||
Class B Common Stock |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Net effect of unvested participating |
|
|
— |
|
|
|
— |
|
|
|
|
|
|
- |
|
|
|
— |
|
|
|
|
||
Net income per common share - |
|
$ |
|
|
|
|
|
$ |
|
|
$ |
|
|
|
|
|
$ |
|
For the thirteen and twenty-six weeks ended June 28, 2025, in accordance with the two-class method, weighted-average stock options to purchase
For the thirteen weeks and twenty-six weeks ended June 29, 2024, in accordance with the two-class method, weighted-average stock options to purchase
.
14
Table of Content
I. Commitments and Contingencies
Contractual Obligations
As of June 28, 2025, projected cash outflows under non-cancellable contractual obligations are as follows:
|
|
Commitments |
|
|
|
|
(in thousands) |
|
|
Brand support |
|
$ |
|
|
Ingredients and packaging (excluding hops and malt) |
|
|
|
|
Hops and malt |
|
|
|
|
Equipment and machinery |
|
|
|
|
Other |
|
|
|
|
Total commitments |
|
$ |
|
The Company expects to pay $
Litigation
The Company is party to legal proceedings and claims, where significant damages are asserted against it. Given the inherent uncertainty of litigation, it is possible that the Company could incur liabilities as a consequence of these claims, which may or may not have a material adverse effect on the Company’s financial condition or the results of its operations. The Company accrues loss contingencies if, in the opinion of management and its legal counsel, the risk of loss is probable and able to be estimated. Material pending legal proceedings are discussed below.
Supplier Dispute. On December 31, 2022, Ardagh Metal Packaging USA Corp. (“Ardagh”) filed an action against the Company alleging, among other things, that the Company had failed or would fail to purchase contractual minimum volumes of certain aluminum beverage can containers in 2021 to 2026. The Company filed an Amended Answer, Amended Affirmative Defenses and Amended Counterclaims on March 25, 2024.
15
Table of Content
J. Income Taxes
The following table provides a summary of the income tax provision for the thirteen weeks and twenty-six weeks ended June 28, 2025 and June 29, 2024:
|
|
Thirteen weeks ended |
|
Twenty-six weeks ended |
||||
|
|
June 28, |
|
June 29, |
|
June 28, |
|
June 29, |
Effective tax rate |
|
|
|
|
The decrease in the tax rate for the thirteen and twenty-six weeks ended June 28, 2025 as compared to the thirteen and twenty-six weeks ended June 29, 2024 is primarily due to a change in the impact of non-deductible stock compensation expense.
As of both June 28, 2025 and December 28, 2024, the Company had approximately $
The Company’s practice is to classify interest and penalties related to income tax matters in income tax expense. As of June 28, 2025 and December 28, 2024, the Company had approximately $
The Company's federal income tax returns remain subject to examination for
On July 4, 2025, President Trump signed into law the legislation commonly referred to as the One Big Beautiful Bill Act (the “Act”). Under ASU 2023-09—Income Taxes (Topic 740) entities are required to recognize the effects of new income tax legislation in the interim period in which the law was enacted, which for the Company will be the thirteen weeks ending September 27, 2025. The Company is currently evaluating the impact this legislation will have on its consolidated financial statements.
K. Line of Credit
In December 2022, the Company amended its credit facility in place that provides for a $
16
Table of Content
L. Fair Value Measures
The Company defines fair value as the price that would be received to sell an asset or be paid to transfer a liability in an orderly transaction between market participants at the measurement date. The Company applies the following fair value hierarchy, which prioritizes the inputs used to measure fair value into three levels and bases the categorization within the hierarchy upon the lowest level of input that is available and significant to the fair value measurement. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements).
The Company’s cash and cash equivalents are held in money market funds. These money market funds are measured at fair value on a recurring basis (at least annually) and are classified within Level 1 of the fair value hierarchy because they are valued using quoted market prices. The money market funds are invested substantially in United States Treasury and government securities. The Company does not adjust the quoted market price for such financial instruments. Cash, accounts receivable, and accounts payable are carried at their cost, which approximates fair value, because of their short-term nature.
As of June 28, 2025 and December 28, 2024, the Company had money market funds with a “Triple A” rated money market fund. The Company considers the “Triple A” rated money market fund to be a large, highly-rated investment-grade institution. As of June 28, 2025 and December 28, 2024, the Company’s cash and cash equivalents balance was $
Non-Recurring Fair Value Measurement
The fair value as of the issuance date of the Company's note receivable is classified within Level 2 of the fair value hierarchy as the fair value was partially derived from publicly quoted inputs of market interest rates for a loan of similar terms, provisions, and maturity. See Note G for further discussion on the note receivable.
17
Table of Content
M. Common Stock and Stock-Based Compensation
Option Activity
Information related to stock options under the Restated Employee Equity Incentive Plan and the Equity Plan for Non-Employee Directors is summarized as follows:
|
|
Shares |
|
|
Weighted- |
|
|
Weighted- |
|
|
Aggregate |
|
||||
Outstanding at December 28, 2024 |
|
|
|
|
$ |
|
|
|
|
|
|
|
||||
Granted |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Exercised |
|
|
- |
|
|
|
- |
|
|
|
|
|
|
|
||
Forfeited/ Expired |
|
|
( |
) |
|
|
|
|
|
|
|
|
|
|||
Outstanding at June 28, 2025 |
|
|
|
|
$ |
|
|
|
|
|
$ |
|
||||
Exercisable at June 28, 2025 |
|
|
|
|
$ |
|
|
|
|
|
$ |
|
||||
Vested and expected to vest at June 28, 2025 |
|
|
|
|
$ |
|
|
|
|
|
$ |
|
Of the total options outstanding as of June 28, 2025,
On March 1, 2025, the Company granted options to purchase an aggregate of
On May 14, 2025, the Company granted options to purchase an aggregate of
Weighted average assumptions used to estimate fair values of stock options on the date of grants are as follows:
|
|
2025 |
|
|
Expected Volatility |
|
|
||
Risk-free interest rate |
|
|
||
Expected Dividends |
|
|
||
Exercise factor |
|
|
|
|
Discount for post-vesting restrictions |
|
|
18
Table of Content
Non-Vested Shares Activity
Information related to vesting activities of restricted stock units and investment share program under the Restated Employee Equity Incentive Plan and restricted stock units under the Equity Plan for Non-Employee Directors is summarized as follows:
|
|
Number of Shares |
|
|
Weighted Average Fair Value |
|
||
Non-vested at December 28, 2024 |
|
|
|
|
$ |
|
||
Granted |
|
|
|
|
|
|
||
Vested |
|
|
( |
) |
|
|
|
|
Forfeited |
|
|
( |
) |
|
|
|
|
Non-vested at June 28, 2025 |
|
|
|
|
$ |
|
Of the total non-vested shares as of June 28, 2025,
On March 1, 2025, the Company granted a combined
On May 14, 2025, the Company granted a combined
Stock-Based Compensation
The following table provides information regarding stock-based compensation expense included in operating expenses in the accompanying condensed consolidated statements of comprehensive operations:
|
|
Thirteen weeks ended |
|
|
Twenty-six weeks ended |
|
||||||||||
|
|
June 28, |
|
|
June 29, |
|
|
June 28, |
|
|
June 29, |
|
||||
|
|
(in thousands) |
|
|
(in thousands) |
|
||||||||||
Amounts included in advertising, promotional and selling expenses |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
Amounts included in general and administrative expenses |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Total stock-based compensation expense |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
Stock Repurchases
In 1998, the Company began a share repurchase program. Under this program, the Company's Board of Directors has authorized the repurchase of the Company's Class A Stock. On October 2, 2024, the Board of Directors authorized an increase in the aggregate expenditure limit for the Company’s stock repurchase program by $
During the thirteen and twenty-six weeks ended June 28, 2025, the Company repurchased and subsequently retired
19
Table of Content
N. Segment Reporting
Operating segments are defined as components of an enterprise about which separate discrete information is available for evaluation by the chief operating decision maker, or decision making group, in deciding how to allocate resources in assessing performance. The Company has
The accounting policies of the segment are the same as those described in the summary of significant accounting policies.
The table below summarizes the Company’s measures of segment net income that the CODM considered in determining how to allocate resources and assess segment performance for the thirteen and twenty-six weeks ended June 28, 2025, and June 29, 2024
|
|
Thirteen weeks ended |
|
|
Twenty-six weeks ended |
|
||||||||||
|
|
June 28, |
|
|
June 29, |
|
|
June 28, |
|
|
June 29, |
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
|
(in thousands) |
|
|
(in thousands) |
|
||||||||||
Net revenue |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
Less: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Cost of goods sold |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Salaries and benefits expenses |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Advertising, promotional, and selling expenses (excluding salaries and benefits) |
|
|
|
|
|
|
|
|
|
|
|
|
||||
General and administrative expenses (excluding salaries and benefits) |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Impairment of brewery assets |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Interest income, net |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
Other expense, net |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Income tax provision |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Segment net income |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
O. Related Party Transactions
In 2019, as part of the merger with Dogfish Head, the Company entered into a lease with the Dogfish Head founders and other owners of buildings used in certain of the Company’s restaurant operations. The lease is for
20
Table of Content
Item 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
The following is a discussion of the significant factors affecting the consolidated operating results, financial condition and liquidity and cash flows of the Company for the thirteen and twenty-six week periods ended June 28, 2025, as compared to the thirteen and twenty-six week period ended June 29, 2024. This discussion should be read in conjunction with the Management’s Discussion and Analysis of Financial Condition and Results of Operations, and the Consolidated Financial Statements of the Company and Notes thereto included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 28, 2024.
RESULTS OF OPERATIONS
Thirteen Weeks Ended June 28, 2025 compared to Thirteen Weeks Ended June 29, 2024
|
|
Thirteen Weeks Ended |
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||
|
|
June 28, |
|
|
June 29, |
|
|
Amount |
|
|
% change |
|
|
Per barrel |
|
|
Per barrel |
|
||||||||||||||||||||||
Barrels sold |
|
|
|
|
|
2,144 |
|
|
|
|
|
|
|
|
|
2,162 |
|
|
|
|
|
|
(18 |
) |
|
|
(0.8 |
)% |
|
|
|
|
|
|
||||||
|
|
|
|
|
Per barrel |
|
|
% of net |
|
|
|
|
|
Per barrel |
|
|
% of net |
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Net revenue |
|
$ |
587,949 |
|
|
$ |
274.23 |
|
|
|
100.0 |
% |
|
$ |
579,098 |
|
|
$ |
267.85 |
|
|
|
100.0 |
% |
|
$ |
8,851 |
|
|
|
1.5 |
% |
|
$ |
6.38 |
|
|
|
2.4 |
% |
Cost of goods |
|
|
295,431 |
|
|
|
137.79 |
|
|
|
50.2 |
% |
|
|
312,640 |
|
|
|
144.61 |
|
|
|
54.0 |
% |
|
|
(17,209 |
) |
|
|
(5.5 |
)% |
|
|
(6.82 |
) |
|
|
(4.7 |
)% |
Gross profit |
|
|
292,518 |
|
|
|
136.44 |
|
|
|
49.8 |
% |
|
|
266,458 |
|
|
|
123.24 |
|
|
|
46.0 |
% |
|
|
26,060 |
|
|
|
9.8 |
% |
|
|
13.20 |
|
|
|
10.7 |
% |
Advertising, promotional, and selling expenses |
|
|
159,713 |
|
|
|
74.49 |
|
|
|
27.2 |
% |
|
|
144,224 |
|
|
|
66.71 |
|
|
|
24.9 |
% |
|
|
15,489 |
|
|
|
10.7 |
% |
|
|
7.78 |
|
|
|
11.7 |
% |
General and administrative expenses |
|
|
45,751 |
|
|
|
21.34 |
|
|
|
7.8 |
% |
|
|
48,024 |
|
|
|
22.21 |
|
|
|
8.3 |
% |
|
|
(2,273 |
) |
|
|
(4.7 |
)% |
|
|
(0.87 |
) |
|
|
(3.9 |
)% |
Impairment of brewery assets |
|
|
4,985 |
|
|
|
2.33 |
|
|
|
0.8 |
% |
|
|
3,395 |
|
|
|
1.57 |
|
|
|
0.6 |
% |
|
|
1,590 |
|
|
|
46.8 |
% |
|
|
0.76 |
|
|
|
48.4 |
% |
Total operating expenses |
|
|
210,449 |
|
|
|
98.16 |
|
|
|
35.8 |
% |
|
|
195,643 |
|
|
|
90.49 |
|
|
|
33.8 |
% |
|
|
14,806 |
|
|
|
7.6 |
% |
|
|
7.67 |
|
|
|
8.5 |
% |
Operating income |
|
|
82,069 |
|
|
|
38.28 |
|
|
|
14.0 |
% |
|
|
70,815 |
|
|
|
32.75 |
|
|
|
12.2 |
% |
|
|
11,254 |
|
|
|
15.9 |
% |
|
|
5.53 |
|
|
|
16.9 |
% |
Other income |
|
|
1,985 |
|
|
|
0.93 |
|
|
|
0.3 |
% |
|
|
2,506 |
|
|
|
1.16 |
|
|
|
0.4 |
% |
|
|
(521 |
) |
|
|
(20.8 |
)% |
|
|
(0.23 |
) |
|
|
(19.8 |
)% |
Income before income tax provision |
|
|
84,054 |
|
|
|
39.21 |
|
|
|
14.3 |
% |
|
|
73,321 |
|
|
|
33.91 |
|
|
|
12.7 |
% |
|
|
10,733 |
|
|
|
14.6 |
% |
|
|
5.30 |
|
|
|
15.6 |
% |
Income tax provision |
|
|
23,621 |
|
|
|
11.02 |
|
|
|
4.0 |
% |
|
|
20,982 |
|
|
|
9.70 |
|
|
|
3.6 |
% |
|
|
2,639 |
|
|
|
12.6 |
% |
|
|
1.32 |
|
|
|
13.6 |
% |
Net income |
|
$ |
60,433 |
|
|
$ |
28.19 |
|
|
|
10.3 |
% |
|
$ |
52,339 |
|
|
$ |
24.21 |
|
|
|
9.0 |
% |
|
$ |
8,094 |
|
|
|
15.5 |
% |
|
$ |
3.98 |
|
|
|
16.4 |
% |
Net revenue. Net revenue increased by $8.9 million, or 1.5%, to $587.9 million for the thirteen weeks ended June 28, 2025, as compared to $579.1 million for the thirteen weeks ended June 29, 2024 primarily due to increased pricing of $7.1 million, and favorable product mix of $6.8 million, partially offset by decreased sales volume impacts of $5.0 million.
Volume. Total shipment volume decreased by 0.8% to 2,144,000 barrels for the thirteen weeks ended June 28, 2025, as compared to 2,162,000 barrels for the thirteen weeks ended June 29, 2024, primarily due to declines in Truly Hard Seltzer and Samuel Adams brands that were only partially offset by growth in the Company’s Sun Cruiser and Dogfish Head brands.
The Company believes distributor inventory as of June 28, 2025 were at appropriate levels and averaged approximately four and one half weeks on hand which is within our target wholesaler inventory levels of four to five weeks for our peak summer season. At the end of June 2024 wholesaler inventory levels were below target at three and one half weeks due to not fully shipping into improving demand in the latter weeks of June 2024
Net revenue per barrel. Net revenue per barrel increased by 2.4% to $274.23 per barrel for the thirteen weeks ended June 28, 2025, as compared to $267.85 per barrel for the comparable period in 2024, primarily due to increased pricing and favorable product mix.
21
Table of Content
Cost of goods sold. Cost of goods sold was $137.79 per barrel for the thirteen weeks ended June 28, 2025, as compared to $144.61 per barrel for the thirteen weeks ended June 29, 2024. The 2025 decrease in cost of goods sold of $6.82, or 4.7% per barrel was primarily due to improved brewery efficiencies of $13.9 million, or $6.48 per barrel, contract renegotiations and recipe optimization savings of $10.5 million, or $4.90 per barrel, and lower third-party production costs of $2.4 million, or $1.12 per barrel, partially offset by inflationary impacts of $8.5 million, or $3.97 per barrel and increases in inventory obsolescence of $3.7 million, or $1.73 per barrel.
Inflationary impacts of $8.5 million consist primarily of increased raw material costs of $7.2 million, inclusive of $2.6 million impact from tariffs, and increased internal brewery costs of $1.3 million.
Gross profit. Gross profit was $136.44 per barrel for the thirteen weeks ended June 28, 2025, as compared to $123.24 per barrel for the thirteen weeks ended June 29, 2024.
The Company includes freight charges related to the movement of finished goods from its manufacturing locations to distributor locations in its advertising, promotional and selling expense line item. As such, the Company’s gross margins may not be comparable to those of other entities that classify costs related to distribution differently.
Advertising, promotional, and selling expenses. Advertising, promotional and selling expenses increased by $15.5 million, or 10.7%, to $159.7 million for the thirteen weeks ended June 28, 2025, as compared to $144.2 million for the thirteen weeks ended June 29, 2024. Brand and selling costs increased by $16.4 million primarily due to increased brand investments in media. Freight to distributors decreased by $0.9 million primarily due to decreased shipment volumes.
Advertising, promotional and selling expenses were 27.2% of net revenue, or $74.49 per barrel, for the thirteen weeks ended June 28, 2025, as compared to 24.9% of net revenue, or $66.71 per barrel, for the thirteen weeks ended June 29, 2024. This increase per barrel is primarily due to increased brand media investments. The Company invests in advertising and promotional campaigns that it believes will be effective, but there is no guarantee that such investments will generate sales growth.
The Company conducts certain advertising and promotional activities in its distributors’ markets, and the distributors make contributions to the Company for such efforts. These amounts are included in the Company’s condensed consolidated statements of comprehensive operations as reductions to advertising, promotional and selling expenses. Historically, contributions from distributors for advertising and promotional activities have amounted to between 2% and 3% of net sales. The Company may adjust its promotional efforts in the distributors’ markets, if changes occur in these promotional contribution arrangements, depending on industry and market conditions.
General and administrative expenses. General and administrative expenses decreased by $2.3 million, or 4.7%, to $45.8 million for the thirteen weeks ended June 28, 2025, as compared to $48.0 million for the thirteen weeks ended June 29, 2024, primarily due to a decrease in salaries and benefits costs including lower incentive compensation.
Impairment of brewery assets. Impairment of brewery assets of $5.0 million increased by $1.6 million from the comparable period of 2024, due to higher write-offs of equipment at third party and Company-owned production facilities.
Income tax provision. The Company's effective tax rate of 28.1% decreased from 28.6% in the prior year. The lower rate in the second quarter of 2025 was due to a change in the impact of non-deductible stock compensation expense.
22
Table of Content
Twenty-Six Weeks Ended June 28, 2025 compared to Twenty-Six Weeks Ended June 29, 2024
|
|
Twenty-Six Weeks Ended |
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||
|
|
June 28, |
|
|
June 29, |
|
|
Amount |
|
|
% change |
|
|
Per barrel |
|
|
Per barrel |
|
||||||||||||||||||||||
Barrels sold |
|
|
|
|
|
3,820 |
|
|
|
|
|
|
|
|
|
3,754 |
|
|
|
|
|
|
66 |
|
|
|
1.7 |
% |
|
|
|
|
|
|
||||||
|
|
|
|
|
Per barrel |
|
|
% of net |
|
|
|
|
|
Per barrel |
|
|
% of net |
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Net revenue |
|
$ |
1,041,816 |
|
|
$ |
272.73 |
|
|
|
100.0 |
% |
|
$ |
1,005,149 |
|
|
$ |
267.73 |
|
|
|
100.0 |
% |
|
$ |
36,667 |
|
|
|
3.6 |
% |
|
$ |
5.00 |
|
|
|
1.9 |
% |
Cost of goods |
|
|
530,035 |
|
|
|
138.75 |
|
|
|
50.9 |
% |
|
|
552,343 |
|
|
|
147.12 |
|
|
|
55.0 |
% |
|
|
(22,308 |
) |
|
|
(4.0 |
)% |
|
|
(8.37 |
) |
|
|
(5.7 |
)% |
Gross profit |
|
|
511,781 |
|
|
|
133.98 |
|
|
|
49.1 |
% |
|
|
452,806 |
|
|
|
120.61 |
|
|
|
45.0 |
% |
|
|
58,975 |
|
|
|
13.0 |
% |
|
|
13.37 |
|
|
|
11.1 |
% |
Advertising, promotional, and selling expenses |
|
|
297,249 |
|
|
|
77.81 |
|
|
|
28.5 |
% |
|
|
264,499 |
|
|
|
70.45 |
|
|
|
26.3 |
% |
|
|
32,750 |
|
|
|
12.4 |
% |
|
|
7.36 |
|
|
|
10.4 |
% |
General and administrative expenses |
|
|
93,702 |
|
|
|
24.53 |
|
|
|
9.0 |
% |
|
|
98,408 |
|
|
|
26.21 |
|
|
|
9.8 |
% |
|
|
(4,706 |
) |
|
|
(4.8 |
)% |
|
|
(1.68 |
) |
|
|
(6.4 |
)% |
Impairment of brewery assets |
|
|
4,985 |
|
|
|
1.30 |
|
|
|
0.5 |
% |
|
|
3,731 |
|
|
|
0.99 |
|
|
|
0.4 |
% |
|
|
1,254 |
|
|
|
33.6 |
% |
|
|
0.31 |
|
|
|
31.3 |
% |
Total operating expenses |
|
|
395,936 |
|
|
|
103.64 |
|
|
|
38.0 |
% |
|
|
366,638 |
|
|
|
97.65 |
|
|
|
36.5 |
% |
|
|
29,298 |
|
|
|
8.0 |
% |
|
|
5.99 |
|
|
|
6.1 |
% |
Operating income |
|
|
115,845 |
|
|
|
30.34 |
|
|
|
11.1 |
% |
|
|
86,168 |
|
|
|
22.96 |
|
|
|
8.6 |
% |
|
|
29,677 |
|
|
|
34.4 |
% |
|
|
7.38 |
|
|
|
32.1 |
% |
Other income |
|
|
4,051 |
|
|
|
1.06 |
|
|
|
0.4 |
% |
|
|
5,961 |
|
|
|
1.59 |
|
|
|
0.6 |
% |
|
|
(1,910 |
) |
|
|
(32.0 |
)% |
|
|
(0.53 |
) |
|
|
(33.3 |
)% |
Income before income tax provision |
|
|
119,896 |
|
|
|
31.40 |
|
|
|
11.5 |
% |
|
|
92,129 |
|
|
|
24.55 |
|
|
|
9.2 |
% |
|
|
27,767 |
|
|
|
30.1 |
% |
|
|
6.85 |
|
|
|
27.9 |
% |
Income tax provision |
|
|
35,051 |
|
|
|
9.18 |
|
|
|
3.4 |
% |
|
|
27,193 |
|
|
|
7.24 |
|
|
|
2.7 |
% |
|
|
7,858 |
|
|
|
28.9 |
% |
|
|
1.94 |
|
|
|
26.8 |
% |
Net income |
|
$ |
84,845 |
|
|
$ |
22.22 |
|
|
|
8.1 |
% |
|
$ |
64,936 |
|
|
$ |
17.31 |
|
|
|
6.5 |
% |
|
$ |
19,909 |
|
|
|
30.7 |
% |
|
$ |
4.91 |
|
|
|
28.4 |
% |
Net revenue. Net revenue increased by $36.7 million, or 3.6%, to $1.042 billion for the twenty-six weeks ended June 28, 2025, as compared to $1.005 billion for the twenty-six weeks ended June 29, 2024, primarily due to increased volume of $17.6 million, increased pricing of $12.2 million, and favorable product mix of $8.3 million.
Volume. Total shipment volume increased by 1.7% to 3,820,000 barrels for the twenty-six weeks ended June 28, 2025, as compared to 3,754,000 barrels for the twenty-six weeks ended June 29, 2024, primarily due to increases in Sun Cruiser and Twisted Tea brands that were partially offset by declines in Truly Hard Seltzer and Samuel Adams brands.
Net revenue per barrel. Net revenue per barrel increased by 1.9% to $272.73 per barrel for the twenty-six weeks ended June 28, 2025, as compared to $267.73 per barrel for the comparable period in 2024, primarily due to pricing and favorable product mix.
Cost of goods sold. Cost of goods sold was $138.75 per barrel for the twenty-six weeks ended June 28, 2025, as compared to $147.12 per barrel for the twenty-six weeks ended June 29, 2024. The 2025 decrease in cost of goods sold of $8.37, or 5.7% per barrel was primarily due to improved brewery efficiencies of $23.8 million, or $6.23 per barrel, contract renegotiations and recipe optimization savings of $20.4 million, or $5.34 per barrel, and lower third-party production costs of $4.0 million, or $1.06 per barrel, partially offset by inflationary impacts of $14.6 million, or $3.82 per barrel and increases in inventory obsolescence of $1.3 million, or $0.34 per barrel.
Inflationary impacts of $14.6 million consist primarily of increased raw material costs of $11.4 million, inclusive of $2.6 million impact from tariffs, and increased internal brewery costs of $3.2 million.
Gross profit. Gross profit was $133.98 per barrel for the twenty-six weeks ended June 28, 2025, as compared to $120.61 per barrel for the twenty-six weeks ended June 29, 2024.
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Advertising, promotional, and selling expenses. Advertising, promotional and selling expenses increased by $32.8 million, or 12.4%, to $297.2 million for the twenty-six weeks ended June 28, 2025, as compared to $264.5 million for twenty-six weeks ended June 29, 2024. Brand and selling costs increased by $32.1 million primarily due to increased brand investments in media. Freight to distributors increased by $0.7 million primarily due to increased shipment volumes.
Advertising, promotional and selling expenses were 28.5% of net revenue, or $77.81 per barrel, for the twenty-six weeks ended June 28, 2025, as compared to 26.3% of net revenue, or $70.45 per barrel, for the twenty-six weeks ended June 29, 2024. This increase per barrel is primarily due to increase in brand and media spend. The Company invests in advertising and promotional campaigns that it believes will be effective, but there is no guarantee that such investments will generate sales growth.
General and administrative expenses. General and administrative expenses decreased by $4.7 million, or 4.8%, to $93.7 million for the twenty-six weeks ended June 28, 2025, as compared to $98.4 million for the twenty-six weeks ended June 29, 2024, primarily due to a decrease in salaries and benefits costs including lower incentive compensation.
Impairment of brewery assets. Impairment of brewery assets of $5.0 million increased by $1.3 million from the comparable period of 2024, due to higher write-offs of equipment at third party and Company-owned production facilities.
Income tax provision. The Company’s effective tax rate of 29.2% decreased from 29.5% in the prior year. The decrease is primarily due to a change in the impact of non-deductible stock compensation expense.
LIQUIDITY AND CAPITAL RESOURCES
The Company’s primary sources of liquidity are its existing cash balances, cash flows from operating activities and amounts available under its revolving credit facility. The Company’s material cash requirements include working capital needs, satisfaction of contractual commitments, stock repurchases, and investment in the Company’s business through capital expenditures.
Cash increased to $212.4 million as of June 28, 2025 from $211.8 million as of December 28, 2024, primarily reflecting cash provided by operating activities and partially offset by the repurchases of the Company's Class A common stock.
Cash provided by operating activities consists of net income, adjusted for certain non-cash items, such as depreciation and amortization, stock-based compensation expense, and other non-cash items included in operating results, and changes in operating assets and liabilities, such as accounts receivable, inventory, accounts payable, and accrued expenses.
Cash provided by operating activities for the twenty-six weeks ended June 28, 2025 was comprised of net income of $84.8 million and non-cash items of $42.1 million, partially offset by net outflows for operating assets and liabilities of $1.5 million. Cash provided by operating activities for the twenty-six weeks ended June 29, 2024 was comprised of net income of $64.9 million and non-cash items of $65.8 million, partially offset by net a net increase in operating assets and liabilities of $39.6 million. The increase in cash provided by operating activities for the twenty-six weeks ended June 28, 2025 compared to June 29, 2024 is primarily due to higher net income and lower accounts receivable and inventory balances as of June, 28, 2025 when compared to June 29, 2024.
The Company used $24.1 million in investing activities during the twenty-six weeks ended June 28, 2025, as compared to $56.1 million during the twenty-six weeks ended June 29, 2024. The decrease in investing activity cash outflows is due to a $20.0 million note receivable issued in the prior year. For both periods, capital investments were made mostly in the Company’s production facilities to drive efficiencies and cost reductions and support product innovation and future growth.
Cash used in financing activities was $103.7 million during the twenty-six weeks ended June 28, 2025, as compared to $114.2 million during the twenty-six weeks ended June 29, 2024. The financing activity cash outflows in 2025 and 2024 comprised mostly of the repurchases of the Company's Class A common stock in the period.
During the period from December 29, 2024 through July 18, 2025, the Company repurchased and subsequently retired 476,380 shares of its Class A Common Stock for an aggregate purchase price of $110.5 million. As of July 18, 2025, the Company had repurchased a cumulative total of approximately 15.4 million shares of its Class A Common Stock for an aggregate purchase price of approximately $1.28 billion and had approximately $317 million remaining on the $1.6 billion stock repurchase expenditure limit set by the Board of Directors.
The Company expects that its cash balance as of June 28, 2025 of $212.4 million, along with its projected future operating cash flow and its unused line of credit balance of $150.0 million, will be sufficient to fund future cash requirements. The Company’s $150.0 million credit facility has a term not scheduled to expire until December 16, 2027. As of the date of this filing, the Company was not in violation of any of its covenants to the lender under the credit facility.
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CRITICAL ACCOUNTING POLICIES
There were no material changes to the Company’s critical accounting policies during the thirteen weeks and twenty-six weeks ended June 28, 2025.
MARKET CONDITIONS AND TRENDS
Based on the information currently available and tariff programs announced by the U.S. government as of July 18, 2025, the Company estimates tariffs will have an unfavorable cost impact for the full year 2025 of approximately $15 to $20 million or $0.96 to $1.28 earnings per diluted share. These estimates include an unfavorable gross margin impact of between 70 to 100 basis points.
During the thirteen weeks and twenty-six weeks ended June 28, 2025, the Company incurred $3.0 million in tariff costs, of which $2.6 million impacted gross margin.
FORWARD-LOOKING STATEMENTS
In this Quarterly Report on Form 10-Q and in other documents incorporated herein, as well as in oral statements made by the Company, statements that are prefaced with the words “may,” “will,” “expect,” “anticipate,” “continue,” “estimate,” “project,” “intend,” “designed” and similar expressions, are intended to identify forward-looking statements regarding events, conditions, and financial trends that may affect the Company’s future plans of operations, business strategy, results of operations and financial position. These statements are based on the Company’s current expectations and estimates as to prospective events and circumstances about which the Company can give no firm assurance. Further, any forward-looking statement speaks only as of the date on which such statement is made, and the Company undertakes no obligation to update any forward-looking statement to reflect subsequent events or circumstances. Forward-looking statements should not be relied upon as a prediction of actual future financial condition or results. These forward-looking statements, like any forward-looking statements, involve risks and uncertainties that could cause actual results to differ materially from those projected or anticipated. Such risks and uncertainties include the factors set forth in this Quarterly Report on Form 10-Q and in the section titled “Risk Factors” in the Company’s Annual Report on Form 10-K for the year ended December 28, 2024.
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Item 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
Since December 28, 2024, there have been no significant changes in the Company’s exposures to interest rate or foreign currency rate fluctuations. The Company currently does not enter into derivatives or other market risk sensitive instruments for the purpose of hedging or for trading purposes.
Item 4. CONTROLS AND PROCEDURES
As of June 28, 2025, the Company conducted 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 (its principal executive officer and principal financial officer, respectively) regarding the effectiveness of the design and operation of the Company’s disclosure controls and procedures as defined in Rule 13a-15(e) and 15d-15(e) of the Securities Exchange Act of 1934 (the “Exchange Act”). Based upon that evaluation, the Chief Executive Officer and Chief Financial Officer concluded that the Company’s disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) were effective as of June 28, 2025 to ensure that information required to be disclosed by the Company in reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported within the requisite time periods and that such disclosure controls and procedures were effective to ensure that information required to be disclosed by the Company in the reports that it files or submits under the Exchange Act is accumulated and communicated to its management, including its principal executive and principal financial officers, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure.
There were no changes in the Company’s internal control over financial reporting that occurred during the thirteen weeks ended June 28, 2025 that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting.
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PART II. OTHER INFORMATION
Item 1. LEGAL PROCEEDINGS
For information regarding the Company's legal proceedings, refer to Note I of the Condensed Consolidated Financial Statements.
Item 1A. RISK FACTORS
In addition to the other information set forth in this report, careful consideration should be given to the factors discussed in Part I, "Item 1A. Risk Factors" in the Company’s Annual Report on Form 10-K for the year ended December 28, 2024, which could materially affect the Company’s business, financial condition or future results. The risks described in the Company’s Annual Report on Form 10-K are not the only risks facing the Company. Additional risks and uncertainties not currently known to the Company or that it currently deems to be immaterial also may materially adversely affect its business, financial condition and/or operating results. There has been no material change in the risk factors described in the Company’s Annual Report on Form 10-K for the year ended December 28, 2024, with the exception of the addition of the following risk factor:
The Company may be adversely impacted by recently announced tariff programs
The Company sources some of its goods and services from countries impacted from the tariff programs announced by the U.S. government and expects these tariffs to have an adverse effect on the Company’s business and financial results during the 2025 fiscal year and possibly beyond. The Company has reviewed its supply chain and business and based on information currently available, the Company believes the primary impact of these tariffs will be higher costs of ingredients, packaging, promotional materials and capital equipment which are currently sourced from Canada, European Union, China, and Mexico. The Company has estimated the higher costs due to tariffs and the impact to its statement of operations in the 2025 fiscal year will be between $15 million and $20 million. These estimates could materially change and the Company will closely monitor the tariff environment and continue to evaluate and explore opportunities to mitigate these negative impacts but there is no guarantee that these efforts will be effective.
In addition, 6% of the Company’s revenue is from countries outside the United States with the majority of this revenue in Canada. The Company currently produces most of its Canadian volume in Canada and currently estimates that its supply chain in Canada is not expected to experience significantly higher costs due to the recently announced tariff programs.
The Company’s U.S. and international businesses could also be negatively impacted if tariffs result in changes in consumer demand or cause currency related impacts. The Company’s estimate of the impact of tariff costs does not reflect any potential impacts of tariffs on consumer demand or currency related impacts.
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Item 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
In 1998, the Company's Board of Directors ("the Board") authorized the Company's share repurchase program. In October 2024, the Board authorized an increase in the share repurchase expenditure limit set for the program from $1.2 billion to $1.6 billion. The Board did not specify a date upon which the authorization would expire. Share repurchases for the periods included herein were effected through open market transactions.
As of July 18, 2025, the Company had repurchased a cumulative total of approximately 15.4 million shares of its Class A Common Stock for an aggregate purchase price of $1.28 billion and had $317 million remaining on the $1.6 billion share repurchase expenditure limit set by the Board.
During the twenty-six weeks ended June 28, 2025, the Company repurchased and subsequently retired 419,329 shares of its Class A Common Stock, including 656 unvested investment shares issued under the Investment Share Program of the Company’s Employee Equity Incentive Plan, as illustrated in the table below:
Period |
|
Total Number of Shares |
|
|
Average Price Paid |
|
|
Total Number of Shares |
|
|
Approximate Dollar |
|
||||
December 29, 2024 - February 1, 2025 |
|
|
67,075 |
|
|
$ |
265.00 |
|
|
|
66,968 |
|
|
$ |
409,783 |
|
February 2, 2025 - March 1, 2025 |
|
|
65,019 |
|
|
|
235.84 |
|
|
|
65,011 |
|
|
|
394,450 |
|
March 2, 2025 - March 29, 2025 |
|
|
69,531 |
|
|
|
232.87 |
|
|
|
69,268 |
|
|
|
378,310 |
|
March 30, 2025 - May 3, 2025 |
|
|
79,815 |
|
|
|
241.65 |
|
|
|
79,728 |
|
|
|
359,044 |
|
May 4, 2025 - May 31, 2025 |
|
|
63,971 |
|
|
|
239.62 |
|
|
|
63,970 |
|
|
|
343,714 |
|
June 1, 2025 - June 28, 2025 |
|
|
73,918 |
|
|
|
207.69 |
|
|
|
73,728 |
|
|
|
328,383 |
|
Total |
|
|
419,329 |
|
|
$ |
236.72 |
|
|
|
418,673 |
|
|
$ |
328,383 |
|
As of July 18, 2025, the Company had 8.8 million shares of Class A Common Stock outstanding and 2.1 million shares of Class B Common Stock outstanding.
Item 3. DEFAULTS UPON SENIOR SECURITIES
Not Applicable
Item 4. MINE SAFETY DISCLOSURES
Not Applicable
Item 5. OTHER INFORMATION
Insider Trading Arrangements
Name and Title |
Date of Adoption of Plan |
Duration of Plan |
Aggregate Number of Shares to Be Purchased or Sold Pursuant to Plan |
|
Description of the Material Terms of the |
|
August 4, 2025-December 31, 2025 |
|
|
Vested options to be exercised and sold over the duration of the plan |
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Item 6. EXHIBITS
Exhibit No. |
|
Title |
|
|
|
3.1 |
|
Amended and Restated By-Laws of the Company, dated June 2, 1998 (incorporated by reference to Exhibit 3.5 to the Company’s Form 10-Q filed on August 10, 1998). |
|
|
|
3.2
|
|
Restated Articles of Organization of the Company, dated November 17, 1995, as amended August 4, 1998 (incorporated by reference to Exhibit 3.6 to the Company’s Form 10-Q filed on August 10, 1998). |
|
|
|
10.1 |
|
Offer Letter to Michael Spillane, Chief Executive Officer dated February 23, 2024 (incorporated by reference to Exhibit 10.1 of the Company's Current Report on Form 8-K filed on February 24, 2024.) |
|
|
|
10.2 |
|
Offer Letter to Diego Reynoso, Chief Finance Officer dated July 21, 2023 (incorporated by reference to Exhibit 10.1 of the Company's Current Report on Form 8-K filed on July 24, 2023.) |
|
|
|
*31.1 |
|
Certification of the President and Chief Executive Officer pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. |
|
|
|
*31.2 |
|
Certification of the Chief Financial Officer pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. |
|
|
|
*32.1 |
|
Certification of the President and Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. |
|
|
|
*32.2 |
|
Certification of the Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. |
|
|
|
*101.INS |
|
Inline XBRL Instance Document – the instance document does not appear in the Interactive Data File because XBRL tags are embedded within the Inline XBRL document.
|
*101.SCH |
|
Inline XBRL Taxonomy Extension Schema With Embedded Linkbase Documents
|
*104 |
|
Cover page formatted as Inline XBRL and contained in Exhibit 101
|
* Filed with this report
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this Form 10-Q to be signed on its behalf by the undersigned thereunto duly authorized.
THE BOSTON BEER COMPANY, INC |
(Registrant) |
Date: July 24, 2025 |
/s/ Michael Spillane |
|
Michael Spillane |
|
President and Chief Executive Officer |
|
(Principal Executive Officer) |
Date: July 24, 2025 |
/s/ Diego Reynoso |
|
Diego Reynoso |
|
Chief Financial Officer |
|
(Principal Financial Officer) |
30