UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form
of the Securities Exchange Act of 1934
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incorporation or organization) | Identification No.) |
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MONSTER BEVERAGE CORPORATION AND SUBSIDIARIES
MARCH 31, 2023
INDEX
2
PART I – FINANCIAL INFORMATION
ITEM 1. CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
MONSTER BEVERAGE CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
AS OF MARCH 31, 2023 AND DECEMBER 31, 2022
(In Thousands, Except Par Value) (Unaudited)
March 31, | December 31, | |||||
| 2023 |
| 2022 | |||
ASSETS | ||||||
CURRENT ASSETS: | ||||||
Cash and cash equivalents | $ | | $ | | ||
Short-term investments |
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| | |
Accounts receivable, net |
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|
| | |
Inventories |
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|
| | |
Prepaid expenses and other current assets |
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|
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Prepaid income taxes |
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Total current assets |
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INVESTMENTS |
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|
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PROPERTY AND EQUIPMENT, net |
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DEFERRED INCOME TAXES, net |
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GOODWILL |
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OTHER INTANGIBLE ASSETS, net |
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OTHER ASSETS |
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Total Assets | $ | |
| $ | | |
LIABILITIES AND STOCKHOLDERS’ EQUITY | ||||||
CURRENT LIABILITIES: | ||||||
Accounts payable | $ | |
| $ | | |
Accrued liabilities |
| |
|
| | |
Accrued promotional allowances |
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|
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Deferred revenue |
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Accrued compensation |
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Income taxes payable |
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Total current liabilities |
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DEFERRED REVENUE |
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|
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OTHER LIABILITIES | | | ||||
COMMITMENTS AND CONTINGENCIES (Note 11) | ||||||
STOCKHOLDERS’ EQUITY1: | ||||||
Common stock - $ | | | ||||
Additional paid-in capital |
| |
|
| | |
Retained earnings |
| |
|
| | |
Accumulated other comprehensive loss |
| ( |
|
| ( | |
Common stock in treasury, at cost; |
| ( |
|
| ( | |
Total stockholders’ equity |
| |
|
| | |
Total Liabilities and Stockholders’ Equity | $ | |
| $ | |
See accompanying notes to condensed consolidated financial statements.
3
MONSTER BEVERAGE CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
FOR THE THREE-MONTHS ENDED MARCH 31, 2023 AND 2022
(In Thousands, Except Per Share Amounts) (Unaudited)
Three-Months Ended | ||||||
March 31, | ||||||
| 2023 |
| 2022 | |||
NET SALES | $ | | $ | | ||
COST OF SALES |
| |
| | ||
GROSS PROFIT |
| |
| | ||
OPERATING EXPENSES |
| |
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OPERATING INCOME |
| |
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INTEREST and OTHER INCOME (EXPENSE), net |
| |
| ( | ||
INCOME BEFORE PROVISION FOR INCOME TAXES |
| |
| | ||
PROVISION FOR INCOME TAXES | | | ||||
NET INCOME | $ | | $ | | ||
NET INCOME PER COMMON SHARE1: | ||||||
Basic | $ | | $ | | ||
Diluted | $ | | $ | | ||
WEIGHTED AVERAGE NUMBER OF SHARES OF COMMON STOCK AND COMMON STOCK EQUIVALENTS1: | ||||||
Basic |
| |
| | ||
Diluted |
| |
| |
¹
See accompanying notes to condensed consolidated financial statements.
4
MONSTER BEVERAGE CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
FOR THE THREE-MONTHS ENDED MARCH 31, 2023 AND 2022
(In Thousands) (Unaudited)
Three-Months Ended | ||||||
March 31, | ||||||
| 2023 |
| 2022 | |||
Net income, as reported | $ | | $ | | ||
Other comprehensive income (loss): | ||||||
Change in foreign currency translation adjustment |
| |
| | ||
Available-for-sale investments: | ||||||
Change in net unrealized gains (losses) |
| |
| ( | ||
Other comprehensive income (loss) |
| |
| ( | ||
Comprehensive income | $ | | $ | |
See accompanying notes to condensed consolidated financial statements.
5
MONSTER BEVERAGE CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY
FOR THE THREE-MONTHS ENDED MARCH 31, 2023 AND 2022
(In Thousands) (Unaudited)
Accumulated Other | Total | |||||||||||||||||||||
Common stock | Additional | Retained | Comprehensive | Treasury stock | Stockholders’ | |||||||||||||||||
| Shares |
| Amount |
| Paid-in Capital |
| Earnings |
| (Loss) Income |
| Shares |
| Amount |
| Equity | |||||||
Balance, December 31, 2022 |
| |
| $ | |
| $ | |
| $ | |
| $ | ( | ( |
| $ | ( |
| $ | | |
Stock-based compensation |
| — | — | | — | — | — | — | | |||||||||||||
Stock options/awards | | | | — | — | — | — | | ||||||||||||||
Unrealized gain (loss), net on available-for-sale securities |
| — | — | — | — | | — | — | | |||||||||||||
Repurchase of common stock |
| — | — | — | — | — | ( | ( | ( | |||||||||||||
Retirement of treasury stock | ( | ( | | ( | — | | | — | ||||||||||||||
Foreign currency translation |
| — | — | — | — | | — | — | | |||||||||||||
Net income | — | — | — | | — | — | — | | ||||||||||||||
Balance, March 31, 2023 | | $ | | $ | | $ | | $ | ( | ( | $ | ( | $ | |
Accumulated Other | Total | |||||||||||||||||||||
Common stock | Additional | Retained | Comprehensive | Treasury stock | Stockholders’ | |||||||||||||||||
| Shares |
| Amount |
| Paid-in Capital |
| Earnings |
| (Loss) Income |
| Shares |
| Amount |
| Equity | |||||||
Balance, December 31, 2021 | | $ | | $ | | $ | | $ | ( | ( | $ | ( | $ | | ||||||||
Stock-based compensation |
| — | — | | — | — | — | — | | |||||||||||||
Stock options/awards |
| | | | — | — | — | — | | |||||||||||||
Unrealized gain (loss), net on available-for-sale securities |
| — |
| — |
| — |
| — |
| ( |
| — |
| — |
| ( | ||||||
Repurchase of common stock |
| — | — | — | — | — | ( | ( | ( | |||||||||||||
Foreign currency translation |
| — | — | — | — | | — | — | | |||||||||||||
Net income |
| — | — | — | | — | — | — | | |||||||||||||
Balance, March 31, 2022 |
| |
| $ | |
| $ | |
| $ | |
| $ | ( | ( |
| $ | ( |
| $ | |
¹ Stock Split - The accompanying condensed consolidated financial statements and notes thereto have been retroactively updated to reflect the Stock Split. See Note 1 for additional information.
See accompanying notes to condensed consolidated financial statements.
6
MONSTER BEVERAGE CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE THREE-MONTHS ENDED MARCH 31, 2023 AND 2022
(In Thousands) (Unaudited)
Three-Months Ended | ||||||
March 31, | ||||||
| 2023 |
| 2022 | |||
CASH FLOWS FROM OPERATING ACTIVITIES: | ||||||
Net income | $ | | $ | | ||
Adjustments to reconcile net income to net cash provided by (used in) operating activities: | ||||||
Depreciation and amortization | | | ||||
Non-cash lease expense | | | ||||
Gain on disposal of property and equipment | ( | ( | ||||
Stock-based compensation | | | ||||
Effect on cash of changes in operating assets and liabilities net of acquisition: | ||||||
Accounts receivable | ( | ( | ||||
Inventories | | ( | ||||
Prepaid expenses and other assets | | ( | ||||
Prepaid income taxes | | ( | ||||
Accounts payable | | | ||||
Accrued liabilities | | | ||||
Accrued promotional allowances | | | ||||
Accrued compensation | ( | ( | ||||
Income taxes payable | | ( | ||||
Other liabilities | ( | ( | ||||
Deferred revenue | ( | ( | ||||
Net cash provided by (used in) operating activities | | ( | ||||
CASH FLOWS FROM INVESTING ACTIVITIES: | ||||||
Sales of available-for-sale investments | | | ||||
Purchases of available-for-sale investments | ( | ( | ||||
Acquisition of CANarchy, net of cash | | ( | ||||
Purchases of property and equipment | ( | ( | ||||
Proceeds from sale of property and equipment | | | ||||
Additions to intangibles | ( | ( | ||||
Increase in other assets | ( | ( | ||||
Net cash used in investing activities | ( | ( | ||||
CASH FLOWS FROM FINANCING ACTIVITIES: | ||||||
(Payments) borrowings on debt | ( | | ||||
Issuance of common stock | | | ||||
Purchases of common stock held in treasury | ( | ( | ||||
Net cash used in financing activities | ( | ( | ||||
Effect of exchange rate changes on cash and cash equivalents | ( | ( | ||||
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS | | ( | ||||
CASH AND CASH EQUIVALENTS, beginning of period | | | ||||
CASH AND CASH EQUIVALENTS, end of period | $ | | $ | | ||
SUPPLEMENTAL INFORMATION: | ||||||
Cash paid during the period for: | ||||||
Interest | $ | | $ | | ||
Income taxes | $ | | $ | |
See accompanying notes to condensed consolidated financial statements.
7
MONSTER BEVERAGE CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE THREE-MONTHS ENDED MARCH 31, 2023 AND 2022
(In Thousands) (Unaudited) (Continued)
SUPPLEMENTAL DISCLOSURE OF NON-CASH ITEMS
Included in accrued liabilities as of March 31, 2023 and 2022 were $
Included in accounts payable as of March 31, 2023 and 2022 were $
Included in accrued liabilities as of March 31, 2023 was $
See accompanying notes to condensed consolidated financial statements.
8
MONSTER BEVERAGE CORPORATION AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Tabular Dollars in Thousands, Except Per Share Amounts) (Unaudited)
1. | BASIS OF PRESENTATION |
Reference is made to the Notes to Consolidated Financial Statements, in Monster Beverage Corporation and Subsidiaries (the “Company”) Annual Report on Form 10-K for the year ended December 31, 2022 for a summary of significant accounting policies utilized by the Company and its consolidated subsidiaries and other disclosures, which should be read in conjunction with this Quarterly Report on Form 10-Q (“Form 10-Q”).
The Company’s condensed consolidated financial statements included in this Form 10-Q have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and Securities and Exchange Commission (“SEC”) rules and regulations applicable to interim financial reporting. They do not include all the information and footnote disclosures normally included in annual financial statements prepared in accordance with GAAP. The information set forth in these interim condensed consolidated financial statements for the three-months ended March 31, 2023 and 2022, respectively, is unaudited and reflects all adjustments, which include only normal recurring adjustments and which in the opinion of management are necessary to make the interim condensed consolidated financial statements not misleading. Results of operations for periods covered by this report may not necessarily be indicative of results of operations for the full year.
The preparation of financial statements in conformity with GAAP necessarily requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from these estimates.
Treasury Stock Retirement – On March 10, 2023, the Company retired
Stock Split – On February 28, 2023, the Company announced a
Recent Accounting Pronouncements
There have been no changes in recently issued or adopted accounting pronouncements that would materially impact the Company from those disclosed in our Annual Report on Form 10-K for the fiscal year ended December 31, 2022.
9
MONSTER BEVERAGE CORPORATION AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Tabular Dollars in Thousands, Except Per Share Amounts) (Unaudited)
2. | REVENUE RECOGNITION |
Revenues are accounted for in accordance with Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 606, “Revenue from Contracts with Consumers”. The Company has
The Company’s Monster Energy® Drinks segment primarily generates net operating revenues by selling ready-to-drink packaged energy drinks primarily to bottlers and full service beverage bottlers/distributors (“bottlers/distributors”). In some cases, the Company sells ready-to-drink packaged energy drinks directly to retail grocery and specialty chains, wholesalers, club stores, mass merchandisers, convenience and gas chains, drug stores, foodservice customers, value stores, e-commerce retailers and the military.
The Company’s Strategic Brands segment primarily generates net operating revenues by selling “concentrates” and/or “beverage bases” to authorized bottling and canning operations. Such bottlers generally combine the concentrates and/or beverage bases with sweeteners, water and other ingredients to produce ready-to-drink packaged energy drinks. The ready-to-drink packaged energy drinks are then sold by such bottlers to other bottlers/distributors and to retail grocery and specialty chains, wholesalers, club stores, mass merchandisers, convenience and gas chains, foodservice customers, drug stores, value stores, e-commerce retailers and the military. To a lesser extent, the Strategic Brands segment generates net operating revenues by selling certain ready-to-drink packaged energy drinks to bottlers/distributors.
The Company’s Alcohol Brands segment primarily generates operating revenues by selling kegged and ready-to-drink canned beers, hard seltzers and FMBs primarily to beer distributors in the United States.
The majority of the Company’s revenue is recognized when it satisfies a single performance obligation by transferring control of its products to a customer. Control is generally transferred when the Company’s products are either shipped or delivered based on the terms contained within the underlying contracts or agreements. Certain of the Company’s bottlers/distributors may also perform a separate function as a co-packer on the Company’s behalf. In such cases, control of the Company’s products passes to such bottlers/distributors when they notify the Company that they have taken possession or transferred the relevant portion of the Company’s finished goods. The Company’s general payment terms are short-term in duration. The Company does not have significant financing components or payment terms. The Company did not have any material unsatisfied performance obligations as of March 31, 2023 and December 31, 2022.
The Company excludes from revenues all taxes assessed by a governmental authority that are imposed on the sale of its products and collected from customers.
Distribution expenses to transport the Company’s products, where applicable, and warehousing expense after manufacture are accounted for within operating expenses.
Promotional and other allowances (variable consideration) recorded as a reduction to net sales for the Company’s energy drink products primarily include consideration given to the Company’s non-alcohol bottlers/distributors or retail customers including, but not limited to, the following:
● | discounts granted off list prices to support price promotions to end-consumers by retailers; |
● | reimbursements given to the Company’s bottlers/distributors for agreed portions of their promotional spend with retailers, including slotting, shelf space allowances and other fees for both new and existing products; |
10
MONSTER BEVERAGE CORPORATION AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Tabular Dollars in Thousands, Except Per Share Amounts) (Unaudited)
● | the Company’s agreed share of fees given to bottlers/distributors and/or directly to retailers for advertising, in-store marketing and promotional activities; |
● | the Company’s agreed share of slotting, shelf space allowances and other fees given directly to retailers, club stores and/or wholesalers; |
● | incentives given to the Company’s bottlers/distributors and/or retailers for achieving or exceeding certain predetermined sales goals; |
● | discounted or free products; |
● | contractual fees given to the Company’s bottlers/distributors related to sales made directly by the Company to certain customers that fall within the bottlers’/distributors’ sales territories; and |
● | commissions to TCCC based on the Company’s sales to wholly-owned subsidiaries of TCCC (the “TCCC Subsidiaries”) and/or to TCCC bottlers/distributors accounted for under the equity method by TCCC (the “TCCC Related Parties”). |
The Company’s promotional allowance programs for its energy drink products are executed through separate agreements in the ordinary course of business. These agreements generally provide for one or more of the arrangements described above and are of varying durations, typically ranging from one week to one year. The Company’s promotional and other allowances for its energy drink products are calculated based on various programs with bottlers/distributors and retail customers, and accruals are established at the time of initial product sale for the Company’s anticipated liabilities. These accruals are based on agreed upon terms as well as the Company’s historical experience with similar programs and require management’s judgment with respect to estimating consumer participation and/or bottler/distributor and retail customer performance levels. Differences between such estimated expenses and actual expenses for promotional and other allowance costs have historically been insignificant and are recognized in earnings in the period such differences are determined. Promotional and other allowances for our Alcohol Brands segment primarily include price promotions where permitted.
Amounts received pursuant to new and/or amended distribution agreements entered into with certain bottlers/distributors relating to the costs associated with terminating the Company’s prior distributors, are accounted for as deferred revenue and recognized as revenue ratably over the anticipated life of the respective distribution agreements, generally over
The Company also enters into license agreements that generate revenues associated with third-party sales of non-beverage products bearing the Company’s trademarks including, but not limited to, clothing, hats, t-shirts, jackets, helmets and automotive wheels.
Management believes that adequate provision has been made for cash discounts, returns and spoilage based on the Company’s historical experience.
11
MONSTER BEVERAGE CORPORATION AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Tabular Dollars in Thousands, Except Per Share Amounts) (Unaudited)
Disaggregation of Revenue
The following tables disaggregate the Company’s revenue by geographical markets and reportable segments:
Three-Months Ended March 31, 2023 | |||||||||||||||
|
|
| Latin |
| |||||||||||
America |
| ||||||||||||||
U.S. and | and |
| |||||||||||||
Net Sales |
| Canada |
| EMEA1 |
| Asia Pacific |
| Caribbean |
| Total | |||||
Monster Energy® Drinks | $ | | $ | | $ | | $ | | $ | | |||||
Strategic Brands |
| |
| |
| |
| |
| | |||||
Alcohol Brands | | | | | | ||||||||||
Other |
| |
| |
| |
| |
| | |||||
Total Net Sales | $ | | $ | | $ | | $ | | $ | |
Three-Months Ended March 31, 2022 | |||||||||||||||
|
|
| Latin |
| |||||||||||
America | |||||||||||||||
U.S. and | and | ||||||||||||||
Net Sales |
| Canada |
| EMEA1 |
| Asia Pacific |
| Caribbean |
| Total | |||||
Monster Energy® Drinks | $ | | $ | | $ | | $ | | $ | | |||||
Strategic Brands | |
| |
| |
| |
| | ||||||
Alcohol Brands2 | | | | | | ||||||||||
Other | |
| |
| |
| |
| | ||||||
Total Net Sales | $ | | $ | | $ | | $ | | $ | |
1Europe, Middle East and Africa (“EMEA”)
2Effectively from February 17, 2022 to March 31, 2022
Contract Liabilities
Amounts received from certain bottlers/distributors at inception of their distribution contracts or at the inception of certain sales/marketing programs are accounted for as deferred revenue. As of March 31, 2023, the Company had $
3. | LEASES |
The Company leases identified assets comprised of real estate and equipment. Real estate leases consist primarily of office and warehouse space and equipment leases consist of vehicles and warehouse equipment. At the inception of a contract, the Company assesses whether the contract is, or contains, a lease. The Company’s assessment is based on: (1) whether the contract involves the use of a distinct identified asset, (2) whether the Company obtains the right to substantially all the economic benefit from the use of the asset throughout the term, and (3) whether the Company has the right to direct the use of the asset. At inception of a lease, the Company allocates the consideration in the contract to each lease and non-lease component based on the component’s relative stand-alone price to determine the lease payments. Lease and non-lease components are accounted for separately.
Leases are classified as either finance leases or operating leases based on criteria in ASC 842, “Leases”. The Company’s operating leases are comprised of real estate and warehouse equipment, and the Company’s finance leases are comprised of vehicles.
12
MONSTER BEVERAGE CORPORATION AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Tabular Dollars in Thousands, Except Per Share Amounts) (Unaudited)
Right-of-use (“ROU”) assets and lease liabilities are recognized at the lease commencement date based on the present value of lease payments over the lease term. As the Company’s leases generally do not provide an implicit rate, the Company uses its incremental borrowing rate based on the estimated rate of interest for collateralized borrowing over a similar term of the lease payments at the commencement date. ROU assets also include any lease payments made and exclude lease incentives. Lease terms include options to extend or terminate the lease when it is reasonably certain that the Company will exercise that option.
Certain of the Company’s real estate leases contain variable lease payments, including payments based on an index or rate. Variable lease payments based on an index or rate are initially measured using the index or rate in effect at the lease commencement date. Additional payments based on the change in an index or rate, or payments based on a change in the Company’s portion of real estate taxes and insurance, are recorded as a period expense when incurred.
Lease expense for operating leases, consisting of lease payments, is recognized on a straight-line basis over the lease term and is included in operating expenses in the consolidated statement of income. Lease expense for finance leases consists of the amortization of the ROU asset on a straight-line basis over the asset’s estimated useful life and is included in operating expenses in the consolidated statement of income. Interest expense on finance leases is calculated using the amortized cost basis and is included in other income (expense), net in the consolidated statement of income.
The Company’s leases have remaining lease terms of less than
The components of lease cost were comprised of the following:
Three-Months | Three-Months | |||||
Ended | Ended | |||||
March 31, | March 31, | |||||
| 2023 |
| 2022 | |||
Operating lease cost | $ | | $ | | ||
Short-term lease cost |
| |
| | ||
Variable lease cost |
| |
| | ||
Finance leases: | ||||||
Amortization of ROU assets |
| |
| | ||
Interest on lease liabilities |
| |
| | ||
Finance lease cost |
| |
| | ||
Total lease cost | $ | | $ | |
13
MONSTER BEVERAGE CORPORATION AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Tabular Dollars in Thousands, Except Per Share Amounts) (Unaudited)
Supplemental cash flow information for the following periods:
Three-Months | Three-Months | |||||
Ended March 31, | Ended March 31, | |||||
| 2023 |
| 2022 | |||
Cash paid for amounts included in the measurement of lease liabilities: | ||||||
Operating cash outflows from operating leases | $ | | $ | | ||
Operating cash outflows from finance leases | | | ||||
Financing cash outflows from finance leases | | | ||||
ROU assets obtained in exchange for lease obligations: | ||||||
Finance leases | | | ||||
Operating leases | | |
ROU assets for operating and finance leases recognized in the Company’s condensed consolidated balance sheets were comprised of the following at:
March 31, 2023 | |||||||||||
| Real Estate |
| Equipment |
| Total |
| Balance Sheet Location | ||||
$ | | $ | | $ | | Other Assets | |||||
| |
| |
| | Property and Equipment, net |
December 31, 2022 | |||||||||||
| Real Estate |
| Equipment |
| Total |
| Balance Sheet Location | ||||
$ | | $ | | $ | | Other Assets | |||||
| |
| |
| | Property and Equipment, net |
Operating and finance lease liabilities recognized in the Company’s condensed consolidated balance sheets were as follows at:
March 31, 2023 | ||||||
| Operating Leases |
| Finance Leases | |||
$ | | $ | | |||
| |
| | |||
Total | $ | | $ | |
December 31, 2022 | ||||||
| Operating Leases |
| Finance Leases | |||
Accrued liabilities | $ | | $ | | ||
Other liabilities |
| |
| | ||
Total | $ | | $ | |
14
MONSTER BEVERAGE CORPORATION AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Tabular Dollars in Thousands, Except Per Share Amounts) (Unaudited)