Keurig Dr Pepper Inc
For the period ended Dec 31, 2023. Filed Feb 22, 2024.
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FY2023 · Filed Feb 22, 2024
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3. Goodwill and Other Intangible Assets
- Goodwill and Other Intangible Assets
GOODWILL
Changes in the carrying amount of goodwill by reportable segment for the years ended December 31, 2023 and 2022 are as follows:
| (in millions) | U.S. Refreshment Beverages | U.S. Coffee | International | Total |
|---|---|---|---|---|
| Balance as of December 31, 2021 | $8,714 | $8,622 | $2,846 | $20,182 |
| Foreign currency translation | — | — | (110) | (110) |
| Balance as of December 31, 2022 | 8,714 | 8,622 | 2,736 | 20,072 |
| Foreign currency translation | — | — | 130 | 130 |
| Balance as of December 31, 2023 | $8,714 | $8,622 | $2,866 | $20,202 |
INTANGIBLE ASSETS OTHER THAN GOODWILL
The net carrying amounts of intangible assets other than goodwill with indefinite lives are as follows:
| (in millions) | December 31, 2023 | December 31, 2022 |
|---|---|---|
| Brands(1) | $19,476 | $19,291 |
| Trade names | 2,478 | 2,480 |
| Contractual arrangements(2) | — | 122 |
| Distribution rights(3) | 155 | 100 |
| Total | $22,109 | $21,993 |
(1)The increase in brands with indefinite lives was driven by $185 million of FX translation during the year ended December 31, 2023.
(2)As a result of the Company’s continued expansion and acquisition of distribution rights, the Company reclassified its contractual arrangements assets, which primarily represent relationships with bottlers and distributors that were fair valued at the DPS Merger, to definite-lived as of October 1, 2023.
(3)The Company acquired certain distribution rights during the year ended December 31, 2023, resulting in an increase of approximately $55 million, primarily attributable to Nutrabolt.
The net carrying amounts of intangible assets other than goodwill with definite lives are as follows:
| December 31, 2023 | December 31, 2022 | |||||
|---|---|---|---|---|---|---|
| (in millions) | Gross Amount | Accumulated Amortization | Net Amount | Gross Amount | Accumulated Amortization | Net Amount |
| Acquired technology | $1,146 | $(548) | $598 | $1,146 | $(475) | $671 |
| Customer relationships | 638 | (236) | 402 | 638 | (204) | 434 |
| Contractual arrangements(1) | 146 | (13) | 133 | 24 | (10) | 14 |
| Trade names | 126 | (114) | 12 | 127 | (101) | 26 |
| Brands | 51 | (25) | 26 | 51 | (19) | 32 |
| Distribution rights | 29 | (22) | 7 | 29 | (16) | 13 |
| Total | $2,136 | $(958) | $1,178 | $2,015 | $(825) | $1,190 |
(1)The increase in contractual arrangements is due to the reclassification of the Company’s indefinite-lived contractual arrangements to definite-lived.
Amortization expense for intangible assets with definite lives was as follows:
| Year Ended December 31, | |||
|---|---|---|---|
| (in millions) | 2023 | 2022 | 2021 |
| Amortization expense for intangible assets with definite lives | $137 | $138 | $134 |
Amortization expense of these intangible assets is expected to be as follows:
| For the Years Ending December 31, | |||||
|---|---|---|---|---|---|
| (in millions) | 2024 | 2025 | 2026 | 2027 | 2028 |
| Expected amortization expense for intangible assets with definite lives | $133 | $121 | $117 | $101 | $93 |
IMPAIRMENT ANALYSIS
The following table summarizes Impairment of intangible assets during the periods:
| Year Ended December 31, | |||
|---|---|---|---|
| (in millions) | 2023 | 2022 | 2021 |
| Quarterly triggering event analysis | $— | $311 | $— |
| Annual analysis | — | 161 | — |
| Other | 2 | 5 | — |
| Total impairment of intangible assets | $2 | $477 | $— |
Quarterly Triggering Event Analysis
KDP performs quarterly analyses to evaluate whether any triggering events have occurred which may indicate that the carrying amount of an asset may not be recoverable. With the exception of the third quarter of 2022, as described below, management has not identified any indications that a material carrying amount of any goodwill or any intangible asset may not be recoverable.
In the third quarter of 2022, management identified specific performance and margin challenges for Bai and performed a Step 1 quantitative discounted cash flow analysis using the income approach. As a result of this analysis, KDP recorded an impairment charge of $311 million in the U.S. Refreshment Beverages segment.
Annual Analysis
For both goodwill and other indefinite lived intangible assets, KDP has the option to first assess qualitative factors to determine whether the fair value of either the reporting unit or indefinite lived intangible asset is "more likely than not" less than its carrying value, also known as a Step 0 analysis.
For the year ended December 31, 2023, KDP performed a quantitative analysis on all goodwill and indefinite-lived intangible assets, using the income approach, or in some cases a combination of income and market based approaches, to determine the fair value of the Company's assets, as well as an overall consideration of market capitalization and enterprise value. No impairments were recorded as a result of these quantitative analyses performed.
For the years ended December 31, 2022 and 2021, KDP performed a Step 0 analysis for certain indefinite lived intangible assets, including trade names, contractual arrangements, and distribution rights, and did not identify any indicators of impairment. For goodwill and the primary indefinite-lived brands, KDP performed a quantitative analysis, using the income approach, or in some cases a combination of income and market based approaches, to determine the fair value of the Company's assets, as well as an overall consideration of market capitalization and enterprise value. As a result of these quantitative analyses performed, impairment charges of $161 million were recorded specific to certain brands during the year ended December 31, 2022. The primary factors that led to the brand impairment determination as of October 1, 2022, driven primarily by Schweppes, was the change in the macroeconomic environment leading to increases in discount rates, as shown in the table below, as well as supply chain disruptions within third-party distribution networks.
The following table provides the range of rates used in the analysis as of October 1, 2023, 2022, and 2021:
| 2023 | 2022 | 2021 | ||||
|---|---|---|---|---|---|---|
| Rate | Minimum | Maximum | Minimum | Maximum | Minimum | Maximum |
| Discount rates | 8.0% | 13.5% | 7.3% | 10.3% | 6.5% | 10.0% |
| Long-term growth rates | —% | 4.0% | —% | 3.8% | —% | 3.8% |
| Royalty rates(1) | 1.0% | 10.0% | N/A | N/A | N/A | N/A |
(1)Royalty rates were not used for the impairment analysis for the years ended December 31, 2022 or 2021, as KDP performed a Step 0 qualitative analysis for the trade names and certain non-priority brands which historically utilized the Relief From Royalty Method.
The results of the impairment analysis of the Company's indefinite lived brands as of October 1, 2023, 2022, and 2021 are as follows:
| 2023 · 2022 · 2021 | ||||||
|---|---|---|---|---|---|---|
| Headroom Percentage | Carrying Value | Fair Value | Carrying Value | Fair Value | Carrying Value | Fair Value |
| Brands | ||||||
| 0%(1) | $— | $— | $2,136 | $2,136 | $— | $— |
| Less than 25% | 2,274 | 2,493 | 2,186 | 2,547 | 3,311 | 3,663 |
| 26 - 50% | 2,339 | 3,018 | — | — | 5,335 | 7,456 |
| In excess of 50% | 14,767 | 29,002 | 14,848 | 28,942 | 11,173 | 21,982 |
(1)Carrying value reflects the results of the annual impairment analysis recognized during the year ended December 31, 2022.
The Company’s indefinite lived trade names were tested for impairment as a part of the quantitative analysis performed as of October 1, 2023 and the resulting headroom percentages were in excess of 50% for all assets.
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