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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
______________________________________________________________________________________________
FORM 10-Q
______________________________________________________________________________________________
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 29, 2024
or
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from ___________ to ___________
Commission File Number: 0-9286
______________________________________________________________________________________________
COCA-COLA CONSOLIDATED, INC.
(Exact name of registrant as specified in its charter)
______________________________________________________________________________________________
Delaware
56-0950585
(State or other jurisdiction of
incorporation or organization)
(I.R.S. Employer
Identification No.)
4100 CocaCola Plaza

Charlotte, NC
28211
(Address of principal executive offices)
(Zip Code)
Registrant’s telephone number, including area code: (980) 392-8298
______________________________________________________________________________________________
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Common Stock, par value $1.00 per share
Trading Symbol(s)
COKE
Name of each exchange on which registered
The Nasdaq Global Select Market
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. Yes  No  
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 (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes  No  
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 definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Large accelerated filerAccelerated filer
Non-accelerated filerSmaller reporting company
Emerging growth company
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 Exchange Act). Yes  No  
As of April 19, 2024, there were 8,368,993 shares of the registrant’s Common Stock, par value $1.00 per share, and 1,004,696 shares of the registrant’s Class B Common Stock, par value $1.00 per share, outstanding.



COCACOLA CONSOLIDATED, INC.
QUARTERLY REPORT ON FORM 10-Q
FOR THE QUARTERLY PERIOD ENDED MARCH 29, 2024

i


PART I - FINANCIAL INFORMATION
Item 1.    Financial Statements.
COCACOLA CONSOLIDATED, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)

First Quarter
(in thousands, except per share data)20242023
Net sales$1,591,626 $1,571,642 
Cost of sales951,067 947,536 
Gross profit640,559 624,106 
Selling, delivery and administrative expenses425,153 418,052 
Income from operations215,406 206,054 
Interest (income) expense, net(2,716)2,929 
Mark-to-market on acquisition related contingent consideration(5,541)41,654 
Other expense, net828 2,269 
Income before taxes222,835 159,202 
Income tax expense57,094 41,075 
Net income$165,741 $118,127 
Basic net income per share:
Common Stock$17.68 $12.60 
Weighted average number of Common Stock shares outstanding8,369 8,369 
Class B Common Stock$17.68 $12.60 
Weighted average number of Class B Common Stock shares outstanding1,005 1,005 
Diluted net income per share:
Common Stock$17.66 $12.57 
Weighted average number of Common Stock shares outstanding – assuming dilution9,387 9,395 
Class B Common Stock$17.46 $12.51 
Weighted average number of Class B Common Stock shares outstanding – assuming dilution1,018 1,026 
Cash dividends per share:
Common Stock$16.50 $3.50 
Class B Common Stock$16.50 $3.50 















See accompanying notes to condensed consolidated financial statements.
1


COCACOLA CONSOLIDATED, INC.
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(Unaudited)

First Quarter
(in thousands)20242023
Net income$165,741 $118,127 
Other comprehensive (loss) income, net of tax:
Defined benefit plans reclassification including pension costs:
Actuarial gain 735 
Prior service credits3 3 
Postretirement benefits reclassification including benefit costs:
Actuarial gain20  
Unrealized loss on short-term investments(176) 
Other comprehensive (loss) income, net of tax(153)738 
Comprehensive income$165,588 $118,865 







































See accompanying notes to condensed consolidated financial statements.
2


COCACOLA CONSOLIDATED, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(Unaudited)
(in thousands, except share data)March 29, 2024December 31, 2023
ASSETS
Current Assets:
Cash and cash equivalents$401,260 $635,269 
Short-term investments183,639  
Accounts receivable, trade568,014 555,933 
Allowance for doubtful accounts(16,575)(16,060)
Accounts receivable from The Coca‑Cola Company60,740 51,936 
Accounts receivable, other67,096 67,533 
Inventories361,086 321,932 
Prepaid expenses and other current assets89,593 88,585 
Total current assets1,714,853 1,705,128 
Property, plant and equipment, net1,321,681 1,320,563 
Right-of-use assets - operating leases116,129 122,708 
Leased property under financing leases, net4,373 4,785 
Other assets156,140 145,213 
Goodwill165,903 165,903 
Distribution agreements, net810,920 817,143 
Customer lists, net7,093 7,499 
Total assets$4,297,092 $4,288,942 
LIABILITIES AND EQUITY
Current Liabilities:
Current portion of obligations under operating leases$25,085 $26,194 
Current portion of obligations under financing leases2,536 2,487 
Accounts payable, trade346,999 383,562 
Accounts payable to The Coca‑Cola Company206,494 139,499 
Other accrued liabilities254,465 237,994 
Accrued compensation82,297 146,932 
Dividends payable 154,666 
Total current liabilities917,876 1,091,334 
Deferred income taxes185,001 128,435 
Pension and postretirement benefit obligations60,779 60,614 
Other liabilities831,596 866,499 
Noncurrent portion of obligations under operating leases96,979 102,271 
Noncurrent portion of obligations under financing leases4,382 5,032 
Long-term debt599,293 599,159 
Total liabilities2,695,906 2,853,344 
Commitments and Contingencies
Equity:
Common Stock, $1.00 par value: 30,000,000 shares authorized; 11,431,367 shares issued
11,431 11,431 
Class B Common Stock, $1.00 par value: 10,000,000 shares authorized; 1,632,810 shares issued
1,633 1,633 
Additional paid-in capital135,953 135,953 
Retained earnings1,517,852 1,352,111 
Accumulated other comprehensive loss(4,429)(4,276)
Treasury stock, at cost:  Common Stock – 3,062,374 shares
(60,845)(60,845)
Treasury stock, at cost:  Class B Common Stock – 628,114 shares
(409)(409)
Total equity1,601,186 1,435,598 
Total liabilities and equity$4,297,092 $4,288,942 

See accompanying notes to condensed consolidated financial statements.
3


COCACOLA CONSOLIDATED, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)

First Quarter
(in thousands)20242023
Cash Flows from Operating Activities:
Net income$165,741 $118,127 
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization expense from property, plant and equipment and financing leases40,888 37,601 
Amortization of intangible assets and deferred proceeds, net5,863 5,908 
Deferred income taxes56,616 40,743 
Fair value adjustment of acquisition related contingent consideration(5,541)41,654 
Loss on sale of property, plant and equipment670 2,389 
Amortization of debt costs251 246 
Change in current assets less current liabilities(44,257)(49,538)
Change in other noncurrent assets(781)(1,430)
Change in other noncurrent liabilities(25,177)(11,006)
Total adjustments28,532 66,567 
Net cash provided by operating activities$194,273 $184,694 
Cash Flows from Investing Activities:
Purchases of short-term investments$(183,806)$ 
Additions to property, plant and equipment(77,040)(52,700)
Investment in equity method investees(3,632) 
Proceeds from the disposal of short-term investments1,116  
Proceeds from the sale of property, plant and equipment100 158 
Net cash used in investing activities$(263,262)$(52,542)
Cash Flows from Financing Activities:
Cash dividends paid$(154,666)$(32,808)
Payments of acquisition related contingent consideration(9,700)(6,499)
Payments on financing lease obligations(601)(558)
Debt issuance fees(53)(154)
Net cash used in financing activities$(165,020)$(40,019)
Net (decrease) increase in cash during period$(234,009)$92,133 
Cash at beginning of period635,269 197,648 
Cash at end of period$401,260 $289,781 
Significant non-cash investing and financing activities:
Additions to property, plant and equipment accrued and recorded in accounts payable, trade$24,310 $18,112 
Right-of-use assets obtained in exchange for operating lease obligations74 723 










See accompanying notes to condensed consolidated financial statements.
4


COCACOLA CONSOLIDATED, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY
(Unaudited)

(in thousands, except per share data)Common
Stock
Class B
Common
Stock
Additional
Paid-in
Capital
Retained
Earnings
Accumulated
Other
Comprehensive
Loss
Treasury
Stock - Common
Stock
Treasury Stock - Class B Common StockTotal
Equity
Balance on December 31, 2023$11,431 $1,633 $135,953 $1,352,111 $(4,276)$(60,845)$(409)$1,435,598 
Net income— — — 165,741 — — — 165,741 
Other comprehensive loss, net of tax— — — — (153)— — (153)
Dividends declared:
Common Stock ($0.00 per share)
— — — — — — —  
Class B Common Stock ($0.00 per share)
— — — — — — —  
Balance on March 29, 2024$11,431 $1,633 $135,953 $1,517,852 $(4,429)$(60,845)$(409)$1,601,186 
(in thousands, except per share data)Common
Stock
Class B
Common
Stock
Additional
Paid-in
Capital
Retained
Earnings
Accumulated
Other
Comprehensive
Loss
Treasury
Stock - Common
Stock
Treasury Stock - Class B Common StockTotal
Equity
Balance on December 31, 2022$11,431 $1,633 $135,953 $1,112,462 $(84,837)$(60,845)$(409)$1,115,388 
Net income— — — 118,127 — — — 118,127 
Other comprehensive income, net of tax— — — — 738 — — 738 
Dividends declared:
Common Stock ($0.00 per share)
— — — — — — —  
Class B Common Stock ($0.00 per share)
— — — — — — —  
Balance on March 31, 2023$11,431 $1,633 $135,953 $1,230,589 $(84,099)$(60,845)$(409)$1,234,253 



























See accompanying notes to condensed consolidated financial statements.
5


COCACOLA CONSOLIDATED, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)

1.    Critical Accounting Policies

The condensed consolidated financial statements include the accounts and the consolidated operations of Coca‑Cola Consolidated, Inc. and its majority-owned subsidiaries (collectively referred to herein as the “Company”). All significant intercompany accounts and transactions have been eliminated. The condensed consolidated financial statements reflect all adjustments, including normal, recurring accruals, which, in the opinion of management, are necessary for a fair statement of the results for the periods presented.

Each of the Company’s quarters, other than the fourth quarter, ends on the Friday closest to the last day of the corresponding quarterly calendar period. The Company’s fourth quarter and fiscal year end on December 31 regardless of the day of the week on which December 31 falls. The condensed consolidated financial statements presented are:

The financial position as of March 29, 2024 and December 31, 2023.
The results of operations, comprehensive income and changes in stockholders’ equity for the three-month periods ended March 29, 2024 (the “first quarter” of fiscal 2024 (“2024”)) and March 31, 2023 (the “first quarter” of fiscal 2023 (“2023”)).
The changes in cash flows for the first quarter of 2024 and the first quarter of 2023.

The condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) for interim financial reporting and the instructions to Form 10-Q and Article 10 of Regulation S-X. The accounting policies followed in the presentation of interim financial results are consistent with those followed on an annual basis. These policies are presented in Note 1 to the consolidated financial statements included in the Company’s Annual Report on Form 10-K for 2023 filed with the United States Securities and Exchange Commission.

The preparation of condensed consolidated financial statements, in conformity with GAAP, requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

Critical Accounting Estimates

In the ordinary course of business, the Company has made a number of estimates and assumptions relating to the reporting of its results of operations and financial position in the preparation of its condensed consolidated financial statements in conformity with GAAP. Actual results could differ significantly from those estimates under different assumptions and conditions. The Company included in its Annual Report on Form 10-K for 2023 under the caption “Discussion of Critical Accounting Estimates” in “Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations,” a discussion of the Company’s most critical accounting estimates, which are those the Company believes to be the most important to the portrayal of its financial condition and results of operations and that require management’s most difficult, subjective and complex judgments, often as a result of the need to make estimates about the effect of matters that are inherently uncertain.

Any changes in critical accounting estimates are discussed with the Audit Committee of the Company’s Board of Directors during the quarter in which a change is contemplated and prior to making such change. See Note 6 for discussion related to the Company’s new short-term investments during the first quarter of 2024.

Recently Issued Accounting Pronouncements

In November 2023, the Financial Accounting Standards Board (the “FASB”) issued Accounting Standards Update (“ASU”) 2023-07, “Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures,” which requires additional disclosure of significant segment expenses included in the reported measure of segment profit or loss and regularly provided to the Chief Operating Decision Maker (the “CODM”). It also requires disclosure and a description of the composition of other amounts by reportable segment, disclosure of a reportable segment’s profit or loss and assets currently required by Topic 280 in interim periods and disclosure of the CODM’s title and process for assessing a reportable segment’s profit or loss. The new guidance is effective for fiscal years beginning after December 15, 2023, including interim periods within those fiscal years beginning after December 15, 2024. The Company has evaluated the impact ASU 2023-07 will have on its consolidated financial statements and does not expect a material impact upon adoption.

6


In December 2023, the FASB issued ASU 2023-09, “Income Taxes (Topic 740): Improvements to Income Tax Disclosures,” which requires disclosure of specific categories in the rate reconciliation, including additional information for reconciling items that meet a quantitative threshold, and specific disaggregation of income taxes paid and tax expense. The amendment is effective for annual periods beginning after December 15, 2024. The Company has evaluated the impact ASU 2023-09 will have on its consolidated financial statements and does not expect a material impact upon adoption.

2.    Related Party Transactions

The Coca‑Cola Company

The Company’s business consists primarily of the distribution, marketing and manufacture of nonalcoholic beverages of The Coca‑Cola Company, which is the sole owner of the formulas under which the primary components of the Company’s soft drink products, either concentrate or syrup, are manufactured.

As of March 29, 2024, J. Frank Harrison, III, Chairman of the Board of Directors and Chief Executive Officer of the Company, controlled 1,004,394 shares of the Company’s Class B Common Stock, which represented approximately 71% of the total voting power of the Company’s outstanding Common Stock and Class B Common Stock on a consolidated basis.

As of March 29, 2024, The Coca‑Cola Company owned shares of the Company’s Common Stock representing approximately 9% of the total voting power of the Company’s outstanding Common Stock and Class B Common Stock on a consolidated basis. The number of shares of the Company’s Common Stock currently held by The Coca‑Cola Company gives it the right to have a designee proposed by the Company for nomination to the Company’s Board of Directors in the Company’s annual proxy statement. J. Frank Harrison, III and the trustees of certain trusts established for the benefit of certain relatives of the late J. Frank Harrison, Jr. have agreed to vote the shares of the Company’s Common Stock and Class B Common Stock that they control in favor of such designee. The Coca‑Cola Company does not own any shares of the Company’s Class B Common Stock.

The following table summarizes the significant cash transactions between the Company and The Coca‑Cola Company:

First Quarter
(in thousands)20242023
Payments made by the Company to The Coca-Cola Company(1)
$457,244 $469,527 
Payments made by The Coca-Cola Company to the Company55,398 47,439 

(1)This excludes acquisition related sub-bottling payments made by the Company to CCR (as defined below), a wholly owned subsidiary of The Coca‑Cola Company.

More than 80% of the payments made by the Company to The Coca‑Cola Company were for concentrate, syrup, sweetener and other finished goods products, which were recorded in cost of sales in the condensed consolidated statements of operations and represent the primary components of the soft drink products the Company manufactures and distributes. Payments made by the Company to The Coca‑Cola Company also included payments for marketing programs associated with large, national customers managed by The Coca‑Cola Company on behalf of the Company, which were recorded as a reduction to net sales in the condensed consolidated statements of operations. Other payments made by the Company to The Coca‑Cola Company related to cold drink equipment parts, fees associated with the rights to distribute certain brands and other customary items.

Payments made by The Coca‑Cola Company to the Company included annual funding in connection with the Company’s agreement to support certain business initiatives developed by The Coca‑Cola Company and funding associated with the delivery of post-mix products to various customers, both of which were recorded as a reduction to cost of sales in the condensed consolidated statements of operations. Post-mix products are dispensed through equipment that mixes fountain syrups with carbonated or still water, enabling fountain retailers to sell finished products to consumers in cups or glasses. Payments made by The Coca‑Cola Company to the Company also included fountain product delivery and equipment repair services performed by the Company on The Coca‑Cola Company’s equipment, all of which were recorded in net sales in the condensed consolidated statements of operations.

Coca‑Cola Refreshments USA, Inc. (“CCR”)

The Company, The Coca‑Cola Company and CCR entered into comprehensive beverage agreements (collectively, the “CBA”), related to a multi-year series of transactions, which were completed in October 2017, through which the Company acquired and exchanged distribution territories and manufacturing plants (the “System Transformation”). The CBA requires the Company to make quarterly acquisition related sub-bottling payments to CCR on a continuing basis in exchange for the grant of exclusive
7


rights to distribute, promote, market and sell the authorized brands of The Coca‑Cola Company and related products in certain distribution territories the Company acquired from CCR. These acquisition related sub-bottling payments are based on gross profit derived from the Company’s sales of certain beverages and beverage products that are sold under the same trademarks that identify a covered beverage, a beverage product or certain cross-licensed brands applicable to the System Transformation.

Acquisition related sub-bottling payments to CCR were $9.7 million in the first quarter of 2024 and $6.5 million in the first quarter of 2023. The following table summarizes the liability recorded by the Company to reflect the estimated fair value of contingent consideration related to future expected acquisition related sub-bottling payments to CCR:

(in thousands)March 29, 2024December 31, 2023
Current portion of acquisition related contingent consideration$71,671 $64,528 
Noncurrent portion of acquisition related contingent consideration577,925 604,809 
Total acquisition related contingent consideration$649,596 $669,337 

Southeastern Container (“Southeastern”)

The Company is a shareholder of Southeastern, a plastic bottle manufacturing cooperative. The Company accounts for Southeastern as an equity method investment. The Company’s investment in Southeastern, which was classified as other assets in the condensed consolidated balance sheets, was $21.4 million as of March 29, 2024 and $20.9 million as of December 31, 2023.

South Atlantic Canners, Inc. (“SAC”)

The Company is a shareholder of SAC, a manufacturing cooperative located in Bishopville, South Carolina. All of SAC’s shareholders are Coca‑Cola bottlers and each has equal voting rights. The Company accounts for SAC as an equity method investment. The Company’s investment in SAC, which was classified as other assets in the condensed consolidated balance sheets, was $19.1 million as of March 29, 2024 and $17.2 million as of December 31, 2023.

The Company receives a fee for managing the day-to-day operations of SAC pursuant to a management agreement. Proceeds from management fees received from SAC, which were recorded as a reduction to cost of sales in the condensed consolidated statements of operations, were $2.3 million in the first quarter of 2024 and $2.2 million in the first quarter of 2023.

Coca‑Cola Bottlers’ Sales & Services Company LLC (“CCBSS”)

Along with all other Coca‑Cola bottlers in the United States and Canada, the Company is a member of CCBSS, a company formed to provide certain procurement and other services with the intention of enhancing the efficiency and competitiveness of the Coca‑Cola bottling system. The Company accounts for CCBSS as an equity method investment and its investment in CCBSS is not material.

CCBSS negotiates the procurement for the majority of the Company’s raw materials, excluding concentrate, and the Company receives a rebate from CCBSS for the purchase of these raw materials. The Company had rebates due from CCBSS of $21.1 million on March 29, 2024 and $14.3 million on December 31, 2023, which were classified as accounts receivable, other in the condensed consolidated balance sheets. Changes in rebates receivable relate to volatility in raw material prices and the timing of cash receipts of rebates.

CONA Services LLC (“CONA”)

Along with certain other Coca‑Cola bottlers, the Company is a member of CONA, an entity formed to provide business process and information technology services to its members. The Company accounts for CONA as an equity method investment. The Company’s investment in CONA, which was classified as other assets in the condensed consolidated balance sheets, was $22.9 million as of March 29, 2024 and $22.1 million as of December 31, 2023.

Pursuant to an amended and restated master services agreement with CONA, the Company is authorized to use the Coke One North America system (the “CONA System”), a uniform information technology system developed to promote operational efficiency and uniformity among North American Coca‑Cola bottlers. In exchange for the Company’s rights to use the CONA System and receive CONA-related services, it is charged service fees by CONA. The Company incurred service fees to CONA of $5.7 million in the first quarter of 2024 and $6.4 million in the first quarter of 2023.

8


Related Party Leases

The Company leases its headquarters office facility and an adjacent office facility in Charlotte, North Carolina from Beacon Investment Corporation, of which J. Frank Harrison, III is the majority stockholder and Morgan H. Everett, Vice Chair of the Company’s Board of Directors, is a minority stockholder. The annual base rent the Company is obligated to pay under this lease is subject to an adjustment for an inflation factor and the lease expires on December 31, 2029. The principal balance outstanding under this lease was $21.7 million on March 29, 2024 and $22.5 million on December 31, 2023. Rental payments for this lease were $1.0 million in both the first quarter of 2024 and the first quarter of 2023.

Long-Term Performance Equity Plan

The Long-Term Performance Equity Plan compensates J. Frank Harrison, III based on the Company’s performance. Awards granted to Mr. Harrison under the Long-Term Performance Equity Plan are earned based on the Company’s attainment during a performance period of certain performance measures, each as specified by the Compensation Committee of the Company’s Board of Directors. These awards may be settled in cash and/or shares of the Company’s Class B Common Stock, based on the average of the closing prices of shares of the Company’s Common Stock during the last 20 trading days of the performance period. Compensation expense for the Long-Term Performance Equity Plan, which was included in selling, delivery and administrative expenses in the condensed consolidated statements of operations, was $2.0 million in both the first quarter of 2024 and the first quarter of 2023.

3.    Revenue Recognition

The Company’s sales are divided into two main categories: (i) bottle/can sales and (ii) other sales. Bottle/can sales include products packaged primarily in plastic bottles and aluminum cans. Bottle/can net pricing is based on the invoice price charged to customers reduced by any promotional allowances. Bottle/can net pricing per unit is impacted by the price charged per package, the sales volume generated for each package and the channels in which those packages are sold. Other sales include sales to other Coca‑Cola bottlers, post-mix sales, transportation revenue and equipment maintenance revenue.

The Company’s contracts are derived from customer orders, including customer sales incentives, generated through an order processing and replenishment model. Generally, the Company’s service contracts and contracts related to the delivery of specifically identifiable products have a single performance obligation. Revenues do not include sales or other taxes collected from customers. The Company has defined its performance obligations for its contracts as either at a point in time or over time. Bottle/can sales, sales to other Coca‑Cola bottlers and post-mix sales are recognized when control transfers to a customer, which is generally upon delivery and is considered a single point in time (“point in time”). Point in time sales accounted for approximately 98% of the Company’s net sales in both the first quarter of 2024 and the first quarter of 2023.

Other sales, which include revenue for service fees related to the repair of cold drink equipment and delivery fees for freight hauling and brokerage services, are recognized over time (“over time”). Revenues related to cold drink equipment repair are recognized as the respective services are completed using a cost-to-cost input method. Repair services are generally completed in less than one day but can extend up to one month. Revenues related to freight hauling and brokerage services are recognized as the delivery occurs using a miles driven output method. Generally, delivery occurs and freight charges are recognized in the same day. Over time sales orders open at the end of a financial period are not material to the condensed consolidated financial statements.

9


The following table represents a disaggregation of revenue from contracts with customers:

First Quarter
(in thousands)20242023
Point in time net sales:
Nonalcoholic Beverages - point in time$1,561,145 $1,533,288 
Total point in time net sales$1,561,145 $1,533,288 
Over time net sales:
Nonalcoholic Beverages - over time$13,567 $12,124 
All Other - over time16,914 26,230 
Total over time net sales$30,481 $38,354 
Total net sales$1,591,626 $1,571,642 

The Company’s allowance for doubtful accounts in the condensed consolidated balance sheets includes a reserve for customer returns and an allowance for credit losses. The Company experiences customer returns primarily as a result of damaged or out-of-date product. At any given time, the Company estimates less than 1% of bottle/can sales and post-mix sales could be at risk for return by customers. Returned product is recognized as a reduction to net sales. The Company’s reserve for customer returns was $4.8 million as of March 29, 2024 and $4.5 million as of December 31, 2023.

The Company estimates an allowance for credit losses, based on historic days’ sales outstanding trends, aged customer balances, previously written-off balances and expected recoveries up to balances previously written off, in order to present the net amount expected to be collected. Accounts receivable balances are written off when determined uncollectible and are recognized as a reduction to the allowance for credit losses. Following is a summary of activity for the allowance for credit losses during the first quarter of 2024 and the first quarter of 2023:

First Quarter
(in thousands)20242023
Beginning balance - allowance for credit losses$11,560 $13,119 
Additions charged to expenses and as a reduction to net sales725 1,631 
Deductions(510)(744)
Ending balance - allowance for credit losses$11,775 $14,006 

4.    Segments

The Company evaluates segment reporting in accordance with FASB Accounting Standards Codification Topic 280, Segment Reporting, each reporting period, including evaluating the reporting package reviewed by the CODM. The Company has concluded the Chief Executive Officer, the Chief Operating Officer and the Chief Financial Officer, as a group, represent the CODM. Asset information is not provided to the CODM.

The Company believes three operating segments exist. Nonalcoholic Beverages represents the vast majority of the Company’s consolidated net sales and income from operations. The additional two operating segments do not meet the quantitative thresholds for separate reporting, either individually or in the aggregate, and, therefore, have been combined into “All Other.”

The Company’s segment results are as follows:

First Quarter
(in thousands)20242023
Net sales:
Nonalcoholic Beverages$1,574,712 $1,545,412 
All Other88,102 92,376 
Eliminations(1)
(71,188)(66,146)
Consolidated net sales$1,591,626 $1,571,642 

(1)The entire net sales elimination represents net sales from the All Other segment to the Nonalcoholic Beverages segment. Sales between these segments are recognized at either fair market value or cost depending on the nature of the transaction.
10


First Quarter
(in thousands)20242023
Income from operations:
Nonalcoholic Beverages$212,142 $209,779 
All Other3,264 (3,725)
Consolidated income from operations$215,406 $206,054 
Depreciation and amortization:
Nonalcoholic Beverages$43,098 $40,564 
All Other3,653 2,945 
Consolidated depreciation and amortization$46,751 $43,509 

5.    Net Income Per Share

The following table sets forth the computation of basic net income per share and diluted net income per share under the two-class method:

First Quarter
(in thousands, except per share data)20242023
Numerator for basic and diluted net income per Common Stock and Class B Common Stock share:
Net income$165,741 $118,127 
Less dividends:
Common Stock138,088 29,291 
Class B Common Stock16,578 3,517 
Total undistributed earnings$11,075 $85,319 
Common Stock undistributed earnings – basic$9,888 $76,172 
Class B Common Stock undistributed earnings – basic1,187 9,147 
Total undistributed earnings – basic$11,075 $85,319 
Common Stock undistributed earnings – diluted$9,874 $76,002 
Class B Common Stock undistributed earnings – diluted1,201 9,317 
Total undistributed earnings – diluted$11,075 $85,319 
Numerator for basic net income per Common Stock share:
Dividends on Common Stock$138,088 $29,291 
Common Stock undistributed earnings – basic9,888 76,172 
Numerator for basic net income per Common Stock share$147,976 $105,463 
Numerator for basic net income per Class B Common Stock share:
Dividends on Class B Common Stock$16,578 $3,517 
Class B Common Stock undistributed earnings – basic1,187 9,147 
Numerator for basic net income per Class B Common Stock share$17,765 $12,664 
Numerator for diluted net income per Common Stock share:
Dividends on Common Stock$138,088 $29,291 
Dividends on Class B Common Stock assumed converted to Common Stock16,578 3,517 
Common Stock undistributed earnings – diluted11,075 85,319 
Numerator for diluted net income per Common Stock share$165,741 $118,127 
Numerator for diluted net income per Class B Common Stock share:
Dividends on Class B Common Stock$16,578 $3,517 
Class B Common Stock undistributed earnings – diluted1,201 9,317 
Numerator for diluted net income per Class B Common Stock share$17,779 $12,834 
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First Quarter
(in thousands, except per share data)20242023
Denominator for basic net income per Common Stock and Class B Common Stock share:
Common Stock weighted average shares outstanding – basic8,369 8,369 
Class B Common Stock weighted average shares outstanding – basic1,005 1,005 
Denominator for diluted net income per Common Stock and Class B Common Stock share:
Common Stock weighted average shares outstanding – diluted (assumes conversion of Class B Common Stock to Common Stock)9,387 9,395 
Class B Common Stock weighted average shares outstanding – diluted1,018 1,026 
Basic net income per share:
Common Stock$17.68 $12.60 
Class B Common Stock$17.68 $12.60 
Diluted net income per share:
Common Stock$17.66 $12.57 
Class B Common Stock$17.46 $12.51 

NOTES TO TABLE

(1)For purposes of the diluted net income per share computation for Common Stock, all shares of Class B Common Stock are assumed to be converted; therefore, 100% of undistributed earnings is allocated to Common Stock.
(2)For purposes of the diluted net income per share computation for Class B Common Stock, weighted average shares of Class B Common Stock are assumed to be outstanding for the entire period and not converted.
(3)For periods presented during which the Company has net income, the denominator for diluted net income per share for Common Stock and Class B Common Stock includes the dilutive effect of unvested performance shares relative to the Long-Term Performance Equity Plan. For periods presented during which the Company has net loss, the unvested performance shares granted pursuant to the Long-Term Performance Equity Plan are excluded from the computation of diluted net loss per share, as the effect would have been anti-dilutive. See Note 2 for additional information on the Long-Term Performance Equity Plan.
(4)The Long-Term Performance Equity Plan awards may be settled in cash and/or shares of the Company’s Class B Common Stock. Once an election has been made to settle an award in cash, the dilutive effect of unvested performance shares relative to such award is prospectively removed from the denominator in the computation of diluted net income per share.
(5)The Company did not have anti-dilutive unvested performance shares for any periods presented.

6.Short-Term Investments

Short-term investments that the Company has the positive intent and ability to hold to maturity are carried at amortized cost and classified as held-to-maturity. Short-term investments that are not classified as held-to-maturity are carried at fair value and classified as available-for-sale. As of March 29, 2024, all of the Company’s short-term investments were classified as available-for-sale. As of December 31, 2023, the Company did not have any short-term investments. Realized gains and losses on available-for-sale investments are included in net income. Unrealized gains and losses, net of tax, on available-for-sale investments are included in the condensed consolidated balance sheet as a component of accumulated other comprehensive income (loss).

As of March 29, 2024, the Company’s available-for-sale investments consisted of the following cost, unrealized positions and estimated fair value, disaggregated by class of instrument:

 Gross Unrealized
(in thousands)CostGainsLossesEstimated Fair Value
U.S. Treasury securities$115,297 $4 $(176)$115,125 
Corporate bonds62,128 1 (53)62,076 
Commercial paper instruments3,482  (2)3,480 
Asset-backed securities2,964  (6)2,958 
Total short-term investments$183,871 $5 $(237)$183,639 
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As of March 29, 2024, all of the Company’s available-for-sale investments were classified as short-term investments in the condensed consolidated balance sheet and had weighted average maturities of less than one year. The Company did not identify any other-than-temporary impairment on its available-for-sale investments during the first quarter of 2024.

The sale and/or maturity of available-for-sale investments resulted in the following realized activity during the first quarter of 2024:

First Quarter
(in thousands)2024
Gross realized gains$ 
Gross realized losses 
Proceeds1,116 

There was no realized activity during the first quarter of 2023, as the Company did not have any short-term investments during that period.

7.    Inventories

Inventories consisted of the following:

(in thousands)March 29, 2024December 31, 2023
Finished products$246,307 $207,912 
Manufacturing materials72,239 71,560 
Plastic shells, plastic pallets and other inventories42,540 42,460 
Total inventories$361,086 $321,932 

8.    Prepaid Expenses and Other Current Assets

Prepaid expenses and other current assets consisted of the following:

(in thousands)March 29, 2024December 31, 2023
Repair parts$31,317 $35,256 
Prepaid software9,774 9,427 
Prepaid taxes9,195 9,020 
Prepaid marketing5,462 4,703 
Commodity hedges at fair market value2,548 3,747 
Other prepaid expenses and other current assets31,297 26,432 
Total prepaid expenses and other current assets$89,593 $88,585 

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9.    Property, Plant and Equipment, Net

The principal categories and estimated useful lives of property, plant and equipment, net were as follows:

(in thousands)March 29, 2024December 31, 2023Estimated Useful Lives
Land$99,858 $99,858 
Buildings391,483 390,852 
8-50 years
Machinery and equipment509,406 498,737 
5-20 years
Transportation equipment621,175 611,001 
3-20 years
Furniture and fixtures106,204 107,072 
3-10 years
Cold drink dispensing equipment451,490 449,508 
3-17 years
Leasehold and land improvements178,805 179,146 
5-20 years
Software for internal use49,611 49,611 
3-10 years
Construction in progress104,612 95,623 
Total property, plant and equipment, at cost2,512,644 2,481,408 
Less:  Accumulated depreciation and amortization1,190,963 1,160,845 
Property, plant and equipment, net$1,321,681 $1,320,563 

10.    Leases

Following is a summary of the weighted average remaining lease term and the weighted average discount rate for the Company’s leases:

March 29, 2024December 31, 2023
Weighted average remaining lease term:
Operating leases6.6 years6.7 years
Financing leases3.3 years3.5 years
Weighted average discount rate:
Operating leases3.9 %3.8 %
Financing leases5.2 %5.2 %

Following is a summary of the Company’s leases within the condensed consolidated statements of operations:

First Quarter
(in thousands)20242023
Operating lease costs$7,789 $8,273 
Short-term and variable leases3,030 3,765 
Depreciation expense from financing leases412 411 
Interest expense on financing lease obligations92 121 
Total lease cost$11,323 $12,570 

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The future minimum lease payments related to the Company’s leases include renewal options the Company has determined to be reasonably certain and exclude payments to landlords for real estate taxes and common area maintenance. Following is a summary of future minimum lease payments for all noncancelable operating leases and financing leases as of March 29, 2024:

(in thousands)Operating LeasesFinancing Leases
Remainder of 2024$22,330 $2,114 
202524,341 2,869 
202621,115 1,233 
202718,614 338 
202813,890 345 
Thereafter39,045 620 
Total minimum lease payments including interest$139,335 $7,519 
Less:  Amounts representing interest17,271 601 
Present value of minimum lease principal payments122,064 6,918 
Less:  Current portion of lease liabilities25,085 2,536 
Noncurrent portion of lease liabilities$96,979 $4,382 

Following is a summary of future minimum lease payments for all noncancelable operating leases and financing leases as of December 31, 2023:

(in thousands)Operating LeasesFinancing Leases
2024$29,932 $2,808 
202524,329 2,869 
202621,115 1,233 
202718,614 338 
202813,890 345 
Thereafter39,022 620 
Total minimum lease payments including interest$146,902 $8,213 
Less:  Amounts representing interest18,437 694 
Present value of minimum lease principal payments128,465 7,519 
Less:  Current portion of lease liabilities26,194 2,487 
Noncurrent portion of lease liabilities$102,271 $5,032 

Following is a summary of the Company’s leases within the condensed consolidated statements of cash flows:

First Quarter
(in thousands)20242023
Cash flows from operating activities impact:
Operating leases$7,612 $8,028 
Interest payments on financing lease obligations92 121 
Total cash flows from operating activities impact$7,704 $8,149 
Cash flows from financing activities impact:
Principal payments on financing lease obligations$601 $558 
Total cash flows from financing activities impact$601 $558 

11.    Distribution Agreements, Net

Distribution agreements, net, which are amortized on a straight-line basis and have estimated useful lives of 20 to 40 years, consisted of the following:

(in thousands)March 29, 2024December 31, 2023
Distribution agreements at cost$990,191 $990,191 
Less: Accumulated amortization179,271 173,048 
Distribution agreements, net$810,920 $817,143 

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12.    Customer Lists, Net

Customer lists, net, which are amortized on a straight-line basis and have estimated useful lives of five to 12 years, consisted of the following:

(in thousands)March 29, 2024December 31, 2023
Customer lists at cost$25,288 $25,288 
Less: Accumulated amortization18,195 17,789 
Customer lists, net$7,093 $7,499 

13.    Supply Chain Finance Program

The Company has an agreement with a third-party financial institution to facilitate a supply chain finance (“SCF”) program, which allows qualifying suppliers to sell their receivables from the Company to the financial institution. The participating suppliers negotiate their outstanding receivable arrangements and associated fees directly with the financial institution, and the Company is not party to those agreements. Once a qualifying supplier elects to participate in the SCF program and reaches an agreement with the financial institution, the supplier elects which individual Company invoices it sells to the financial institution. The supplier invoices that have been confirmed as valid under the SCF program require payment in full by the financial institution to the supplier by the original maturity date of the invoice, or discounted payment at an earlier date as agreed upon with the supplier. The Company’s obligations to its suppliers, including amounts due and scheduled payment terms, are not impacted by a supplier’s participation in the SCF program.

All outstanding amounts related to suppliers participating in the SCF program are recorded in accounts payable, trade in the condensed consolidated balance sheets, and associated payments are included in operating activities in the condensed consolidated statements of cash flows. The Company’s outstanding confirmed obligations included in accounts payable, trade in the condensed consolidated balance sheets were $50.2 million as of March 29, 2024 and $55.1 million as of December 31, 2023.

14.    Other Accrued Liabilities

Other accrued liabilities consisted of the following:

(in thousands)March 29, 2024December 31, 2023
Current portion of acquisition related contingent consideration$71,671 $64,528 
Accrued insurance costs59,385 54,040 
Accrued marketing costs51,760 55,799 
Employee and retiree benefit plan accruals32,440 34,203 
Accrued taxes (other than income taxes)8,733 7,474 
Accrued interest payable5,842 2,520 
All other accrued expenses24,634 19,430 
Total other accrued liabilities$254,465 $237,994 

15.    Commodity Derivative Instruments

The Company is subject to the risk of increased costs arising from adverse changes in certain commodity prices. In the normal course of business, the Company manages this risk through a variety of strategies, including the use of commodity derivative instruments. The Company does not use commodity derivative instruments for trading or speculative purposes. These commodity derivative instruments are not designated as hedging instruments under GAAP and are used as “economic hedges” to manage certain commodity price risk. The Company uses several different financial institutions for commodity derivative instruments to minimize the concentration of credit risk. While the Company would be exposed to credit loss in the event of nonperformance by these counterparties, the Company does not anticipate nonperformance by these counterparties.

Commodity derivative instruments held by the Company are marked to market on a quarterly basis and are recognized in earnings consistent with the expense classification of the underlying hedged item. The Company generally pays a fee for these commodity derivative instruments, which is amortized over the corresponding period of each commodity derivative instrument. Settlements of commodity derivative instruments are included in cash flows from operating activities in the condensed consolidated
16


statements of cash flows. The following table summarizes pre-tax changes in the fair values of the Company’s commodity derivative instruments and the classification of such changes in the condensed consolidated statements of operations:

First Quarter
(in thousands)20242023
Cost of sales$(1,156)$(395)
Selling, delivery and administrative expenses(43)(2,690)
Total loss$(1,199)$(3,085)

All commodity derivative instruments are recorded at fair value as either assets or liabilities in the condensed consolidated balance sheets. The Company has master agreements with the counterparties to its commodity derivative instruments that provide for net settlement of derivative transactions. Accordingly, the net amounts of derivative assets are recognized in either prepaid expenses and other current assets or other assets in the condensed consolidated balance sheets and the net amounts of derivative liabilities are recognized in either other accrued liabilities or other liabilities in the condensed consolidated balance sheets. The following table summarizes the fair values of the Company’s commodity derivative instruments and the classification of such instruments in the condensed consolidated balance sheets:

(in thousands)March 29, 2024December 31, 2023
Prepaid expenses and other current assets$2,548 $3,747 
Total assets$2,548 $3,747 

The following table summarizes the Company’s gross commodity derivative instrument assets and gross commodity derivative instrument liabilities in the condensed consolidated balance sheets:

(in thousands)March 29, 2024December 31, 2023
Gross commodity derivative instrument assets$2,548 $3,747 
Gross commodity derivative instrument liabilities  

The following table summarizes the Company’s outstanding commodity derivative instruments:

(in thousands)March 29, 2024December 31, 2023
Notional amount of outstanding commodity derivative instruments$52,923 $50,187 
Latest maturity date of outstanding commodity derivative instrumentsDecember 2024December 2024

16.    Fair Values of Financial Instruments

GAAP requires assets and liabilities carried at fair value to be classified and disclosed in one of the following categories:

Level 1: Quoted market prices in active markets for identical assets or liabilities.
Level 2: Observable market-based inputs or unobservable inputs that are corroborated by market data.
Level 3: Unobservable inputs that are not corroborated by market data.

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The below methods and assumptions were used by the Company in estimating the fair values of its financial instruments. There were no transfers of assets or liabilities between levels in any period presented.

Financial InstrumentFair Value
Level
Methods and Assumptions
Deferred compensation plan assets and liabilitiesLevel 1The fair value of the Company’s nonqualified deferred compensation plan for certain executives and other highly compensated employees is based on the fair values of associated assets and liabilities, which are held in mutual funds and are based on the quoted market values of the securities held within the mutual funds.
Short-term investmentsLevel 1The fair values of the Company’s Level 1 short-term investments, which are U.S. Treasury securities, corporate bonds and asset-backed securities, are based on the quoted market prices of those securities which are actively traded on national exchanges.
Short-term investmentsLevel 2The fair values of the Company’s Level 2 short-term investments, which are commercial paper instruments, are based on estimated current market prices and have readily determinable fair market values.
Commodity derivative instrumentsLevel 2The fair values of the Company’s commodity derivative instruments are based on current settlement values at each balance sheet date, which represent the estimated amounts the Company would have received or paid upon termination of these instruments. The Company’s credit risk related to the commodity derivative instruments is managed by requiring high standards for its counterparties and periodic settlements. The Company considers nonperformance risk in determining the fair values of commodity derivative instruments.
Long-term debtLevel 2The carrying amounts of the Company’s variable rate debt approximate the fair values due to variable interest rates with short reset periods. The fair values of the Company’s fixed rate debt are based on estimated current market prices.
Acquisition related contingent considerationLevel 3The fair value of the Company’s acquisition related contingent consideration is based on internal forecasts and the weighted average cost of capital (“WACC”) derived from market data.

The following tables summarize the carrying amounts and the fair values by level of the Company’s deferred compensation plan assets and liabilities, short-term investments, commodity derivative instruments, long‑term debt and acquisition related contingent consideration:

March 29, 2024
(in thousands)Carrying
Amount
Total
Fair Value
Fair Value
Level 1
Fair Value
Level 2
Fair Value
Level 3
Assets:
Deferred compensation plan assets$73,132 $73,132 $73,132 $ $ 
Short-term investments183,639 183,639 180,159 3,480  
Commodity derivative instruments2,548 2,548  2,548  
Liabilities:
Deferred compensation plan liabilities73,132 73,132 73,132   
Long-term debt599,293 580,800  580,800  
Acquisition related contingent consideration649,596 649,596   649,596 

December 31, 2023
(in thousands)Carrying
Amount
Total
Fair Value
Fair Value
Level 1
Fair Value
Level 2
Fair Value
Level 3
Assets:
Deferred compensation plan assets$64,769 $64,769 $64,769 $ $ 
Commodity derivative instruments3,747 3,747  3,747  
Liabilities:
Deferred compensation plan liabilities64,769 64,769 64,769   
Long-term debt599,159 579,000  579,000  
Acquisition related contingent consideration669,337 669,337   669,337 

The acquisition related contingent consideration was valued using a probability weighted discounted cash flow model based on internal forecasts and the WACC derived from market data, which are considered Level 3 inputs. Each reporting period, the
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Company adjusts its acquisition related contingent consideration liability related to the distribution territories subject to acquisition related sub-bottling payments to fair value by discounting future expected acquisition related sub-bottling payments required under the CBA using the Company’s estimated WACC.

The future expected acquisition related sub-bottling payments extend through the life of the related distribution assets acquired in each distribution territory, which is generally 40 years. As a result, the fair value of the acquisition related contingent consideration liability is impacted by the Company’s WACC, management’s estimate of the acquisition related sub-bottling payments that will be made in the future under the CBA, and current acquisition related sub-bottling payments (all Level 3 inputs). Changes in any of these Level 3 inputs, particularly the underlying risk-free interest rate used to estimate the Company’s WACC, could result in material changes to the fair value of the acquisition related contingent consideration liability and could materially impact the amount of non-cash expense (or income) recorded each reporting period.

The acquisition related contingent consideration liability is the Company’s only Level 3 asset or liability. A summary of the Level 3 activity is as follows:

First Quarter
(in thousands)20242023
Beginning balance - Level 3 liability$669,337 $541,491 
Payments of acquisition related contingent consideration(9,700)(6,499)
Reclassification to current payables(4,500)(200)
(Decrease) increase in fair value(5,541)41,654 
Ending balance - Level 3 liability$649,596 $576,446 

As of March 29, 2024 and March 31, 2023, a WACC of 8.9% and 8.7%, respectively, was utilized in the valuation of the Company’s acquisition related contingent consideration liability. The decrease in the fair value of the acquisition related contingent consideration liability in the first quarter of 2024 was primarily driven by an increase in the WACC used to calculate the fair value of the liability, partially offset by higher projections of future cash flows in the distribution territories subject to acquisition related sub-bottling payments. This fair value adjustment was recorded in mark-to-market on acquisition related contingent consideration in the condensed consolidated statement of operations for the first quarter of 2024.

For the next five future years, the Company anticipates that the amount it could pay annually under the acquisition related contingent consideration arrangements for the distribution territories subject to acquisition related sub-bottling payments will be in the range of approximately $50 million to $70 million.

17.    Income Taxes

The Company’s effective income tax rate was 25.6% for the first quarter of 2024 and 25.8% for the first quarter of 2023. The Company’s income tax expense was $57.1 million for the first quarter of 2024 and $41.1 million for the first quarter of 2023. The increase in income tax expense was primarily attributable to higher income before taxes during the first quarter of 2024 compared to the first quarter of 2023.

The Company had uncertain tax positions, including accrued interest, of $0.4 million on both March 29, 2024 and December 31, 2023, all of which would affect the Company’s effective income tax rate if recognized. While it is expected the amount of uncertain tax positions may change in the next 12 months, the Company does not expect such change would have a material impact on the condensed consolidated financial statements.

Prior tax years beginning in year 2020 remain open to examination by the Internal Revenue Service, and various tax years beginning in year 2000 remain open to examination by certain state tax jurisdictions due to loss carryforwards.

18.    Pension and Postretirement Benefit Obligations

Pension Plans

The Company has historically sponsored two pension plans. The primary Company-sponsored pension plan (the “Primary Plan”) was frozen as of June 30, 2006 and no benefits accrued to participants after that date. The Primary Plan was terminated during 2023, as discussed below. The second Company-sponsored pension plan (the “Bargaining Plan”) is for certain employees under collective bargaining agreements. Benefits under the Bargaining Plan are determined in accordance with negotiated formulas for the respective participants.
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During the second quarter of 2023, the Company began recognizing the termination of the Primary Plan. The Company recognized settlement expense of $112.8 million during the final three quarters of 2023 in conjunction with the full settlement of the Primary Plan benefit liabilities. This settlement expense related primarily to the reclassification of the gross actuarial losses associated with the Primary Plan out of accumulated other comprehensive loss and was recorded as pension plan settlement expense in the consolidated statement of operations for 2023. See Note 22 for additional information related to the impact on accumulated other comprehensive loss of the Primary Plan termination during 2023.

The components of net periodic pension cost related to the Bargaining Plan during the first quarter of 2024 and both the Bargaining Plan and the Primary Plan during the first quarter of 2023 were as follows:

First Quarter
(in thousands)20242023
Service cost$1,091 $1,099 
Interest cost589 3,508 
Expected return on plan assets(763)(2,914)
Recognized net actuarial loss 973 
Amortization of prior service cost4 4 
Net periodic pension cost$921 $2,670 

Contributions to the Bargaining Plan are based on actuarially determined amounts and are limited to the amounts currently deductible for income tax purposes. The Company did not make any contributions to the Bargaining Plan during the first quarter of 2024. The Company does not expect cash contributions to the Bargaining Plan to exceed $2 million during 2024.

Postretirement Benefits

The Company provides postretirement benefits for employees meeting specified qualifying criteria. The Company recognizes the cost of postretirement benefits, which consist principally of medical benefits, during employees’ periods of active service. The Company does not prefund these benefits and has the right to modify or terminate certain of these benefits in the future.

The components of net periodic postretirement benefit cost were as follows:

First Quarter
(in thousands)20242023
Service cost$310 $294 
Interest cost781 698 
Recognized net actuarial loss26  
Net periodic postretirement benefit cost$1,117 $992 

19.    Other Liabilities

Other liabilities consisted of the following:

(in thousands)March 29, 2024December 31, 2023
Noncurrent portion of acquisition related contingent consideration$577,925 $604,809 
Accruals for executive benefit plans146,814 153,428 
Noncurrent deferred proceeds from related parties99,410 100,176 
Other7,447 8,086 
Total other liabilities$831,596 $866,499 

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20.    Long-Term Debt

Following is a summary of the Company’s long-term debt:

(in thousands)Maturity
Date
Interest
Rate
Interest
Paid
Public/
Nonpublic
March 29,
2024
December 31,
2023
Senior bonds(1)
11/25/20253.80%Semi-annuallyPublic$350,000 $350,000 
Revolving credit facility(2)
7/9/2026VariableVariesNonpublic  
Senior notes10/10/20263.93%QuarterlyNonpublic100,000 100,000 
Senior notes3/21/20303.96%QuarterlyNonpublic150,000 150,000 
Unamortized discount on senior bonds(1)
11/25/2025(15)(17)
Debt issuance costs(692)