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Keurig Dr Pepper Inc

For the period ended Dec 31, 2023. Filed Feb 22, 2024.

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A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.

FY2023 · Filed Feb 22, 2024

KDP$36.94+0.8%Stored close · as of Nov 9, 2026

Extracted filing text, with the paragraph anchors used by the comparison.

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Contents

4. Long-Term Obligations and Borrowing Arrangements

  1. Long-term Obligations and Borrowing Arrangements

The following table summarizes the Company's long-term obligations:

December 31,
(in millions)20232022
Notes$11,095$11,568
Less: current portion of long-term obligations(1,150)(496)
Long-term obligations$9,945$11,072

The following table summarizes the Company's short-term borrowings and current portion of long-term obligations:

December 31,
(in millions)20232022
Commercial paper notes$2,096$399
Current portion of long-term obligations:1,150496
Short-term borrowings and current portion of long-term obligations$3,246$895

SENIOR UNSECURED NOTES

The Company's Notes consisted of the following:

(in millions)December 31,
Issuance · Maturity Date · Rate · 2023 · 2022
2023 NotesDecember 15, 20233.130%$—$500
2024 NotesMarch 15, 20240.750%1,1501,150
2025 Merger NotesMay 25, 20254.417%529529
2025 NotesNovember 15, 20253.400%500500
2026 NotesSeptember 15, 20262.550%400400
2027 NotesJune 15, 20273.430%500500
2028 Merger NotesMay 25, 20284.597%1,1121,112
2029 NotesApril 15, 20293.950%1,0001,000
2030 NotesMay 1, 20303.200%750750
2031 NotesMarch 15, 20312.250%500500
2032 NotesApril 15, 20324.050%850850
2038 Merger NotesMay 25, 20384.985%211211
2045 NotesNovember 15, 20454.500%550550
2046 NotesDecember 15, 20464.420%400400
2048 Merger NotesMay 25, 20485.085%391391
2050 NotesMay 1, 20503.800%750750
2051 NotesMarch 15, 20513.350%500500
2052 NotesApril 15, 20524.500%1,1501,150
Principal amount$11,243$11,743
Adjustment from principal amount to carrying amount(1)(148)(175)
Carrying amount$11,095$11,568

(1)The carrying amount includes unamortized discounts, debt issuance costs and fair value adjustments related to the DPS Merger.

Notes, among other things, contain customary default provisions and limit the Company's ability to incur indebtedness secured by principal properties, to enter into certain sale and leaseback transactions, and to enter into certain mergers or transfers of substantially all of the Company's assets. The Notes are fully and unconditionally guaranteed by certain direct and indirect subsidiaries of the Company. As of December 31, 2023, the Company was in compliance with all financial covenant requirements of the Notes.

BORROWING ARRANGEMENTS

Revolving Credit Agreement

On February 23, 2022, KDP entered into the 2022 Revolving Credit Agreement among KDP, as borrower, the lenders from time to time party thereto and JPMorgan Chase, Bank, N.A., as administrative agent. The Company incurred approximately $4 million in deferred financing fees related to the issuance.

The following table summarizes information about the 2022 Revolving Credit Agreement:

(in millions) · December 31, 2023 · December 31, 2022
IssuanceMaturity DateCapacityCarrying ValueCarrying Value
2022 Revolving Credit Agreement(1)February 23, 2027$4,000$—$—

(1)The 2022 Revolving Credit Agreement has $200 million letters of credit available, none of which were utilized as of December 31, 2023.

Borrowings under the 2022 Revolving Credit Agreement will bear interest at a rate per annum equal to, at KDP's option, an adjusted SOFR rate plus a margin of 0.875% to 1.500% or a base rate plus a margin of 0.000% to 0.500%, in each case, depending on the rating of certain index debt of KDP. The 2022 Revolving Credit Agreement contains customary representations and warranties for investment grade financings. The 2022 Revolving Credit Agreement also contains (i) certain customary affirmative covenants, including those that impose certain reporting and/or performance obligations on KDP and its subsidiaries, (ii) certain customary negative covenants that generally limit, subject to various exceptions, KDP and its subsidiaries from taking certain actions, including, without limitation, incurring liens, consummating certain fundamental changes and entering into transactions with affiliates, (iii) a financial covenant in the form of a minimum interest coverage ratio (as defined therein) of 3.25 to 1.00, and (iv) customary events of default (including a change of control) for financings of this type.

As of December 31, 2023, KDP was in compliance with its minimum interest coverage ratio relating to the 2022 Revolving Credit Agreement.

Commercial Paper Program

KDP has a commercial paper program, under which the Company may issue unsecured commercial paper notes on a private placement basis. Effective November 10, 2023, the maximum aggregate amount available under the facility was increased to $4,000 million. The maturities of the commercial paper notes vary, but commercial paper notes are classified as short-term, as maturities do not exceed one year. The Company issues commercial paper notes as needed for general corporate purposes. Outstanding commercial paper notes rank equally with all of the commercial paper notes' existing and future unsecured borrowings.

The following table provides information about the Company's weighted average borrowings under its commercial paper program:

For the Year Ended December 31,
(in millions, except %)202320222021
Weighted average commercial paper borrowings$1,267$40$943
Weighted average borrowing rates5.41%2.36%0.25%

Letters of Credit Facility

In addition to the portion of the 2022 Revolving Credit Agreement reserved for issuance of letters of credit, the Company has an incremental letters of credit facility. Under this facility, $150 million is available for the issuance of letters of credit, $41 million of which was utilized as of December 31, 2023 and $109 million of which remains available for use.

FAIR VALUE DISCLOSURES

The fair values of the Company's commercial paper notes approximate the carrying value and are considered Level 2 within the fair value hierarchy.

The fair values of the Company's Notes are based on current market rates available to the Company and are considered Level 2 within the fair value hierarchy. The difference between the fair value and the carrying value represents the theoretical net premium or discount that would be paid or received to retire all the Notes and related unamortized costs to be incurred at such date. The fair value of the Company's Notes was $10,486 million and $10,495 million as of December 31, 2023 and December 31, 2022, respectively.

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